Express Scripts Offers 23 Million Common Shares
June 2, 2009 (FinancialWire) — Express Scripts, Inc. (NASDAQ: ESRX) has launched a public offering of 23 million shares of its common stock. The company plans to use the net proceeds from the offering to pay a portion of the $4.675 billion purchase price for its acquisition of WellPoint’s pharmacy benefit management business.
J.P. Morgan Securities (NYSE: JPM), Credit Suisse Securities (NYSE: CS) and Citigroup Global Markets (NYSE: C) will act as joint bookrunning managers. The company will grant the underwriters an option for 30 days to purchase up to 3.45 million additional shares of common stock to cover over-allotments.
Express Scripts said it expects to see net proceeds from the offering of around $1.4 billion, or $1.6 billion if the underwriters exercise their over-allotment in full.
The total acquisition consideration is composed of $3.275 billion in cash and $1.4 billion in shares of common stock. Under the acquisition agreement, Express Scripts may instead choose to deliver to WellPoint $1.4 billion in cash.
Express Scripts currently plans to use the net proceeds of the equity offering to pay this portion of the consideration in cash instead of common stock.
In addition to the equity offering, Express Scripts plans to launch a public offering of senior notes of a benchmark size in the near term as part of the acquisition financing plan. The acquisition is scheduled to close in the late third quarter or fourth quarter of 2009.
St. Louis, Missouri-based Express Scripts is a pharmacy benefit management firm in North America, providing healthcare management and administration services to HMOs, health insurers, third-party administrators, employers, union-sponsored benefit plans, workers’ compensation plans and government health programs.
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