The FTC lawsuit filed Friday against the Covetrus-MWI deal did something the market had half-forgotten regulators could still do: it moved to stop a merger cold. The more interesting question is not what happens to Covetrus. It is whether Cencora, left holding an asset it had agreed to sell, is worth buying on the disappointment.
The Business
Cencora is one of the three dominant pharmaceutical distributors in the United States, moving drugs from manufacturers to hospitals, pharmacies, and physician practices. In its fiscal 2026 fourth quarter (ended September 30, 2026), its U.S. Healthcare Solutions segment generated $78.3 billion in revenue. The moats are real: high switching costs, volumes that compound with drug pricing, and specialty pharmaceuticals growing as a share of the mix each year.
MWI Animal Health sits in Cencora’s “Other” segment. Cencora had agreed to sell it to Covetrus, the Clayton, Dubilier & Rice and TPG-owned veterinary distributor, for $3.5 billion. The deal was structured as $1.25 billion cash, $800 million in preferred equity, and a 34.3% retained stake in the combined company.
Why Wall Street Is Paying Attention
The FTC, joined by state attorneys general, filed suit in the Southern District of New York on November 13. The agency labeled the deal “presumptively unlawful,” arguing that combining the two largest U.S. veterinary distributors would raise costs for clinics and pet owners. The commission voted 2-0 to authorize staff to seek a permanent injunction.
Cencora shares rose roughly 2% on Friday. J.P. Morgan, which raised its price target to $413 just days before the suit landed, said the FTC challenge is not expected to hurt Cencora’s forecast. MWI was headed out the door. Now it may not leave.
What’s Driving the Opportunity
Cencora’s core business was never dependent on the MWI sale. Fiscal 2026 delivered 14% adjusted operating income growth and about 12% adjusted EPS growth. For fiscal 2027, management guided 8% to 10% EPS growth at the consolidated level, with the Specialty Pharmaceutical and Provider Services segment targeting 18% to 21% adjusted operating income growth.
At roughly $359, the stock trades near 27 times earnings based on the last 12 months. The consensus analyst price target is $381, with JPMorgan at $413. If the MWI deal falls apart entirely, Cencora retains a business generating solid revenue and profit growth. The $1.25 billion cash disappears, but so does the complexity of holding a minority stake in a private equity-owned entity litigated across multiple states.
What Could Go Wrong
The specialty pharmaceutical engine has to keep outperforming. Any slowdown in GLP-1 volumes or oncology reimbursement pressure weighs on the segment doing the heaviest earnings lifting. The MWI overhang constrains capital allocation clarity until litigation resolves. Around 27 times earnings for a distributor assumes consistent execution. One guidance cut resets that multiple fast.
The Bottom Line
Antitrust enforcement just reasserted itself in a corner of the market that had assumed it was sleeping. For Covetrus and its owners, that is a real problem. For Cencora, the core thesis was always specialty pharmaceutical distribution, not veterinary logistics. The FTC action forces a question the stock had avoided for months: what does COR look like without the deal? The answer, backed by 14% operating income growth and a specialty engine targeting high-teens profit growth in fiscal 2027, may be better than the current price suggests.
