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10-K 1 a10-kx9302018.htm 10-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-K

þANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Fiscal Year Ended September 30, 2018
OR
oTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to

AMERISOURCEBERGEN CORPORATION

(Exact name of registrant as specified in its charter)

Commission File NumberRegistrant, State of Incorporation Address and Telephone NumberI.R.S. Employer Identification Number
1-16671AmerisourceBergen Corporation23-3079390
(a Delaware Corporation) 1300 Morris Drive Chesterbrook, PA 19087-5594 610-727-7000

Securities Registered Pursuant to Section 12(b) of the Act:

Common Stock, $0.01 par value per share Registered on New York Stock Exchange

Securities Registered Pursuant to Section 12(g) of the Act:

None


Indicate by check mark if the registrant is a well-known seasoned issuer (as defined in Rule 405 of the Securities Act). Yes þ No o

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. Yes o No þ

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes þ No o

Indicate by check mark whether the registrant has submitted electronically, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (Section 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes þ No o

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (Section 229.405 of this chapter) is not contained herein, and will not be contained, to the best of the registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.:

Large accelerated filer þAccelerated filer oNon-accelerated filer oSmaller reporting company oEmerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act o

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Securities Exchange Act of 1934). Yes o No þ

The aggregate market value of voting stock held by non-affiliates of the registrant on March 31, 2018 based upon the closing price of such stock on the New York Stock Exchange on March 31, 2018 was $11,568,943,708.

The number of shares of common stock of AmerisourceBergen Corporation outstanding as of October 31, 2018 was 211,933,493.

Documents Incorporated by Reference

Portions of the following document are incorporated by reference in the Part of this report indicated below:

Part III — Registrant's Proxy Statement for the 2019 Annual Meeting of Stockholders.

TABLE OF CONTENTS

ItemPage
PART I
1. Business1
1A. Risk Factors8
1B. Unresolved Staff Comments17
2. Properties17
3. Legal Proceedings18
4. Mine Safety Disclosures18
Executive Officers of the Registrant19
PART II
5. Market for Registrant's Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities21
6. Selected Financial Data24
7. Management's Discussion and Analysis of Financial Condition and Results of Operations25
7A. Quantitative and Qualitative Disclosures About Market Risk43
8. Financial Statements and Supplementary Data44
9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure82
9A. Controls and Procedures82
9B. Other Information85
PART III
10. Directors, Executive Officers, and Corporate Governance85
11. Executive Compensation85
12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters85
13. Certain Relationships and Related Transactions, and Director Independence85
14. Principal Accounting Fees and Services85
PART IV
15. Exhibits, Financial Statement Schedules86
Signatures92

PART I

Next: Item 1. BUSINESS