CONSHOHOCKEN, PA — Cencora Inc. (NYSE: COR) agreed to acquire American Oncology Network in a transaction valued at up to $2.4 billion, expanding the pharmaceutical distributor’s physician practice management business into 12 additional states as it increases its investment in community-based cancer care.
The agreement will give Conshohocken-based Cencora control of a physician-led oncology network with more than 350 providers operating across 21 states. Cencora currently owns approximately 4% of American Oncology Network, which trades on the OTCQX market under the symbol AONC.
The transaction values American Oncology Network at $2.3 billion at closing, with up to $100 million in additional payments through contingent value rights tied to specified conditions.
Certain American Oncology Network shareholders may retain an ownership interest of up to 25% through an equity rollover. Assuming the maximum participation, Cencora expects to pay approximately $1.7 billion at closing to increase its ownership to 75%.
The acquisition would expand Cencora’s management services organization, or MSO, platform, which provides business and administrative support to independent physician practices.
The model allows oncology groups to retain responsibility for clinical decisions while relying on a larger organization for operational services, technology and practice management.
Cencora expects the transaction to strengthen its position in community oncology, a market where independent practices face operational demands associated with providing cancer treatment outside hospital systems.
“The acquisition of AON will expand our physician-led oncology MSO and support of care in communities across the country,” said Robert P. Mauch, Cencora’s president and chief executive officer.
American Oncology Network’s existing management team emphasized that physicians would continue directing patient treatment following the transaction.
Todd Schonherz, the network’s chief executive officer, said the agreement would provide additional resources for clinicians and support the organization’s expansion.
Cencora has been an investor in American Oncology Network since 2020.
The companies expect the combination to support technology investments, expand practice services and facilitate the addition of physicians and oncology groups to the network.
Cencora anticipates that the acquisition will increase its adjusted diluted earnings per share beginning in the second year after closing.
The transaction remains subject to regulatory clearances, American Oncology Network shareholder approval and other customary closing conditions.
American Oncology Network’s board approved the agreement following a unanimous recommendation from a special committee of independent and disinterested directors.
Separately, Cencora raised its fiscal 2026 adjusted earnings outlook, citing stronger performance in its U.S. Healthcare Solutions business.
The company now expects adjusted diluted earnings of at least $17.90 per share, compared with its previous forecast range of $17.75 to $17.95.
The revised minimum is near the upper end of the earlier range, reflecting stronger expectations for the company’s existing operations.
Cencora plans to provide its fiscal 2027 outlook during its fourth-quarter earnings call on November 4, 2026. The company said it remains confident in its longer-term growth expectations for its U.S. and International Healthcare Solutions segments.
Citi is serving as Cencora’s lead financial adviser, with J.P. Morgan Securities also advising. Holland & Knight and Sidley Austin are providing legal counsel.
Moelis & Company is advising American Oncology Network’s independent special committee, while McDermott Will & Schulte represents the company and Cleary Gottlieb Steen & Hamilton represents the committee.
The acquisition would add a substantial physician services business to Cencora’s healthcare operations, extending its reach beyond pharmaceutical distribution and increasing its involvement in the administration of independent oncology practices.
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