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.
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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 (Commission File No.) (I.R.S. Employer
jurisdiction of Identification No.)
corporation
13900 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
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.
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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 24, 1999 By: /s/ Barrett A. Toan
Barrett A. Toan
President and Chief Executive Officer