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: March 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 Idenification No.)
corporation)
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 March 18, 1999, 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 March 18, 1999, 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: March 23, 1999 By:/s/ Barrett A. Toan
Barrett A. Toan
President and Chief Executive Officer
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
99.1 Press release, dated March 18, 1999, by Express Scripts, Inc.
EXHIBIT 99.1
EXPRESS SCRIPTS FILES $350 MILLION PRIMARY COMMON STOCK OFFERING
ST. LOUIS, MARCH 18, 1999--Express Scripts, Inc. (NASD: ESRX) today
announced an offering for approximately 4,500,000 primary shares, or
approximately $350 million, of its Class A Common Stock. The offering is being
managed by Credit Suisse First Boston, BT Alex. Brown and Morgan Keegan &
Company, Inc. The company plans to use the net proceeds of the offering to
reduce indebtedness to be incurred in connection with its pending acquisition of
Diversified Pharmaceutical Services, Inc. ("DPS") and refinancing its existing
credit facility.
Express Scripts is an independent full-service pharmacy benefit management
company. The company serves thousands of clients throughout North America,
including managed care organizations, insurance carriers, third-party
administrators, employers and union-sponsored benefit plans. The company's total
membership base, prior to the pending acquisition of DPS, is approximately 23.5
million covered lives. Express Scripts currently manages approximately $5.0
billion in annual drug spending.
Express Scripts is headquartered in St. Louis, Missouri and has additional
major facilities in Minneapolis, Minnesota; Bensalem, Pennsylvania; Albuquerque,
New Mexico; Tempe, Arizona; Troy, New York; and Farmington Hills, Michigan.
A registration statement relating to these securities has been filed with
the Securities and Exchange Commission but has not yet become effective. These
securities may not be sold nor may offers to buy be accepted prior to the time
the registration statement becomes effective. This news release shall not
constitute an offer to sell or the solicitation of an offer to buy nor shall
there be any sale of these securities in any State in which such offer,
solicitation or sale would be unlawful prior to registration or qualification
under the securities laws of any such State.
