SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report: June 17, 1998
Express Scripts, Inc.
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(Exact Name of Registrant as specified in its Charter)
Delaware 0-20199 43-1420563
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(State or other jurisdiction (Commission File No.) (I.R.S. Employer
of corporation) Idenfication No.)
14000 Riverport Drive, Maryland Heights, Missouri 63043
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(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (314) 770-1666
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(Former name or former address, if changed since last report)
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Item 5. Other Events
On June 17, 1998, Express Scripts, Inc. issued a press release, a copy of
which is attached hereto as Exhibit 99.1, and incorporated herein by reference.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits
(c) The following exhibit is filed as part of this report on Form 8-K:
Exhibit 99.1 Press release, dated June 17, 1998, by Express
Scripts, Inc.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
EXPRESS SCRIPTS, INC.
Date: June 30, 1998 By: /s/ Barrett A. Toan
Barrett A. Toan, President
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
99.1 Press release, dated June 17, 1998, by Express Scripts, Inc.
EXHIBIT 99.1
EXPRESS SCRIPTS ANNOUNCES
ALLIANCE WITH COLE MANAGED VISION
ST. LOUIS, June 17, 1998--Express Scripts, Inc. (NASDAQ:ESRX) announced
today that it will close its PhyNet vision care subsidiary and transfer certain
functions of its Express Scripts Vision Corporation unit to Cole Managed Vision,
a subsidiary of Cole National Corporation (NYSE:CNJ).
"Our alliance with Cole Managed Vision is a win-win situation for Express
Scripts and our clients," said Barrett Toan, Express Scripts' president and
chief executive officer. "We will be able to focus our internal resources on our
pharmacy benefit management programs and closely related ancillary businesses,
and ESI Vision Care's members will keep their vision benefit program and gain
access to an expanded network of providers."
"Cole's alliance with Express Scripts provides a great complement to our
own direct sales force," said Dennis Osgood, president of Cole Managed Vision.
"Through Express Scripts' sales organization, Cole will gain access to their
existing clients and those clients thereby gain access to the premier vision
care network in the country."
Express Scripts will take a one-time, after-tax charge of approximately 6
cents per share in the second quarter of 1998 to account for costs associated
with employee severance benefits and the closing of some components of its
PhyNet and vision care facilities in St. Louis. According to Toan, the impact of
the transaction on the company's ongoing revenues and earnings will not be
material.
ESI Vision Care's approximately 1.25 million members will retain their
benefits and gain access to Cole's nationwide network of more than 3,500
providers, including Pearle Vision Centers and Sears Optical departments. Under
the terms of the agreement, which is effective Sept. 1, 1998, Express Scripts
will also make available to all of the clients of its pharmacy benefit
management (PBM) programs a vision benefit through Cole's providers.
Cole Managed Vision is a subsidiary of Cole National Corporation. Cole
National, a leading vision care and personalization retailer, operates in the
United States, Canada, Puerto Rico and the Virgin Islands, and holds a 24
percent stake in Pearle Europe, which has 490 optical stores in the Netherlands,
Belgium, Germany and Austria.
Express Scripts, Inc. is a leading specialty managed care company and the
largest independent pharmacy benefit management (PBM) company in North America.
Following its recent acquisition of ValueRx, the company serves thousands of
clients including managed care organizations, insurance carriers, third-party
administrators, employers and union-sponsored benefit plans. Together, Express
Scripts and ValueRx manage over $4.0 billion in annual drug spend. The company
provides a full range of consultative PBM services, including pharmacy network
management, mail service and formulary management. The company also offers
disease management programs, informed decision counseling services, medical and
drug data analysis services, and infusion therapy services. Express Scripts is
headquartered in St. Louis, and has additional sites in Minneapolis;
Philadelphia; Albuquerque, N.M.; Tempe, Ariz.; Troy, N.Y. and Farmington Hills,
Mich. More information can be found at HTTP://WWW.EXPRESS-SCRIPTS.COM AND
HTTP://WWW.VALUERX.COM.
THIS PRESS RELEASE CONTAINS FORWARD-LOOKING STATEMENTS, INCLUDING, BUT NOT
LIMITED TO, STATEMENTS RELATED TO THE COMPANY'S PLANS, OBJECTIVES, EXPECTATIONS
(FINANCIAL AND OTHERWISE), OR INTENTIONS. THESE STATEMENTS INVOLVE RISKS AND
UNCERTAINTIES THAT MAY CAUSE THE COMPANY'S ACTUAL RESULTS TO DIFFER
SIGNIFICANTLY FROM THOSE PROJECTED OR SUGGESTED. FACTORS THAT MAY IMPACT THESE
FORWARD-LOOKING STATEMENTS INCLUDE: RISKS ASSOCIATED WITH THE CONSUMMATION OF
ACQUISITIONS, INCLUDING THE ABILITY TO SUCCESSFULLY INTEGRATE THE OPERATIONS OF
ACQUIRED BUSINESSES WITH THE EXISTING OPERATIONS OF THE COMPANY, LOSS OF CLIENTS
IN THE TRANSITION PROCESS AND RISKS INHERENT IN THE ACQUIRED ENTITIES'
OPERATIONS; LOWER THAN EXPECTED SALES AND REVENUE GROWTH; HEIGHTENED
COMPETITION; CHANGES IN PRICING OR DISCOUNT PRACTICES OF PHARMACEUTICAL
MANUFACTURERS; THE ABILITY OF THE COMPANY TO CONSUMMATE CONTRACT NEGOTIATIONS
WITH PROSPECTIVE CLIENTS; COMPETITION IN THE BIDDING OF PROPOSAL PROCESS;
ADVERSE RESULTS IN CERTAIN LITIGATION AND REGULATORY MATTERS; THE ADOPTION OF
ADVERSE LEGISLATION OR A CHANGE IN THE INTERPRETATION OF EXISTING LEGISLATION OR
REGULATIONS; RISKS ASSOCIATED WITH THE DEVELOPMENT OF NEW PRODUCTS; AND OTHER
RISKS DESCRIBED FROM TIME TO TIME IN THE COMPANY'S PUBLIC FILINGS WITH THE
SECURITIES AND EXCHANGE COMMISSION.
