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8-K - FORM 8-K - EXPRESS SCRIPTS INC | c64898e8vk.htm |
EX-10.1 - EX-10.1 - EXPRESS SCRIPTS INC | c64898exv10w1.htm |
Exhibit 99.1
Contact:
Jeff Hall, Chief Financial Officer
David Myers, Vice President Investor Relations
(314) 810-3115
investor.relations@express-scripts.com
Jeff Hall, Chief Financial Officer
David Myers, Vice President Investor Relations
(314) 810-3115
investor.relations@express-scripts.com
Express Scripts Announces Accelerated Share Repurchase Transactions
ST. LOUIS, May 27, 2011Express Scripts, Inc. (Nasdaq: ESRX) announced that it has entered into
two accelerated share repurchase, or ASR, transactions with Morgan Stanley to purchase shares of
Express Scripts common stock for an aggregate purchase price of $1,750 million. Under the terms
of the transactions, the Company will initially receive approximately 29.4 million shares of its stock. At the
end of the respective valuation periods for the ASR transactions, the Company will either be
required to deliver shares of its stock or the cash value thereof to Morgan Stanley, or will
receive additional shares from Morgan Stanley, depending upon the daily volume-weighted average
prices per share of the Companys stock during such valuation periods. The ASR transactions are
expected to end in the fourth quarter of 2011, but may be accelerated at the option of Morgan
Stanley.
The shares will be purchased pursuant to Express Scripts previously announced share repurchase
program.
About Express Scripts
Express Scripts, Inc., one of the largest pharmacy benefit management companies in North America,
is leading the way toward creating better health and value for patients through
Consumerology®, the advanced application of the behavioral sciences to healthcare. This
approach is helping millions of members realize greater healthcare outcomes and lowering cost by
assisting in influencing their behavior. Headquartered in St. Louis, Express Scripts provides
integrated PBM services including network-pharmacy claims processing, home delivery services,
specialty benefit management, benefit-design consultation, drug-utilization review, formulary
management, and medical and drug data analysis services. The company also distributes a full range
of biopharmaceutical products and provides extensive cost-management and patient-care services.
More information can be found at http://www.express-scripts.com/ and http://www.consumerology.com/.
SAFE HARBOR STATEMENT
This press release contains forward-looking statements, including, but not limited to, statements
related to the Companys plans, objectives, expectations (financial and otherwise) or intentions.
Actual events may differ significantly from those projected or suggested in any forward-looking
statements. Factors that may impact these forward-looking statements can be found in Risk Factors
and Managements Discussion and Analysis of Financial Condition and Results of Operations in the
Companys Form 10-K filed with the SEC on February 16, 2011 and in
Managements Discussion and Analysis of Financial Condition and Results of Operations in the
Companys Form 10-Q filed with the SEC on April 25, 2011. A copy of this form can be found at the
Investor Relations section of Express Scripts web site at http://www.express-scripts.com.
The Company does not undertake any obligation to release publicly any revisions to such
forward-looking statements to reflect events or circumstances after the date hereof or to reflect
the occurrence of unanticipated events.