EXPRESS SCRIPTS INC
8-K, 1999-07-01
SPECIALTY OUTPATIENT FACILITIES, NEC
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                       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 18, 1999



                              Express Scripts, Inc.
- --------------------------------------------------------------------------------
             (Exact Name of Registrant as specified in its Charter)

  Delaware                        0-20199                       43-1420563
- --------------------------------------------------------------------------------
(State or other              (Commission File No.)          (I.R.S. Employer
 jurisdiction of                                            Identification No.)
 corporation

13900 Riverport Drive, Maryland Heights, Missouri                  63043
- --------------------------------------------------------------------------------
(Address of Principal Executive Offices)                         (Zip Code)

Registrant's telephone number, including area code:     (314) 770-1666
                                                        ------------------------

- ---------------------------------------- ---------------------------------------
         (Former name or former address, if changed since last report)

<PAGE>

Item 5.  Other Events

     As part of Express  Scripts,  Inc.  ("Express  Scripts" or the "Company")'s
agreement to acquire Diversified  Pharmaceutical  Services, Inc. and Diversified
Pharmaceutical   Services  (Puerto  Rico)  Inc.   (collectively,   "DPS"),  from
SmithKline   Beecham   Corporation  and  SmithKline   Beecham   InterCredit  BV,
respectively  (collectively,  "SB"),  pursuant to the terms of a Stock  Purchase
Agreement (the "Stock Purchase  Agreement")  between SB and the Company dated as
of February 9, 1999, SB was  obligated to dissolve a joint venture  relationship
in a company known as Diversified  Prescription Delivery ("DPD"), which provided
mail pharmacy services, including services for some clients of DPS, and transfer
ownership of DPD to the Company or to another entity  controlled by the Company.
A copy of the Stock Purchase  Agreement was filed with a Form 8-K dated February
9, 1999, as Exhibit 2.1 thereto.

     On June 18, 1999,  SB completed  the  dissolution  of the joint venture and
transferred  the DPD  entity  to the  Company.  The  Company  did not pay SB any
additional amounts beyond what it had already paid to acquire DPS.


<PAGE>

                                    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 24, 1999              By: /s/ Barrett A. Toan
                                    Barrett A. Toan
                                    President and Chief Executive Officer





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