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Express Scripts prices tender offers

ExpressScripts Holding Co. Inc. has announced the pricing of itstender offers topurchase for cash certain debt securities and also increased the aggregatemaximum tender amounts for certain of those securities.

The total consideration per $1,000 principal amount of the7.125% senior notes due 2018 issued by MedcoHealth Solutions Inc. is $1,094.29. The total consideration per$1,000 principal amount of the 7.250% senior notes due 2019 issued byExpress Scripts $1,161.26, and the total consideration per $1,000 principal amount of the6.125% senior notes due 2041 issued by the company is $1,233.43.

The total considerations were calculated on the basis ofpricing for the applicable U.S. Treasury reference security as of 2 p.m. ET onJuly 14 and are inclusive of the earlytender payment.

In addition, the company increased the maximum tenderamounts with respect to the 7.250% senior notes to about $188.8 million from$187.5 million, and the 6.125% senior notes to $310,000,428.76 from $310.0million.

The company will accept for purchase all 7.125% senior notesand all 7.250% senior notes that have been tendered and not validly withdrawn.However, because the aggregate principal amount of the 6.125% senior notestendered and not validly withdrawn would result in an aggregate amount that allholders of the notes are entitled to receive, excluding accrued and unpaidinterest, for their notes exceeding the applicable aggregate maximum tenderamount, Express Scripts Holding will not accept for purchase all notes thathave been tendered. Rather, the company will accept the notes on a proratedbasis, using a proration rate of approximately 0.7945. The company will acceptfor purchase the aggregate principal amount of the 6.125% senior notes tenderedby a holder multiplied by the proration rate and then rounded down to thenearest $1,000 increment.

In aggregate, the company will spend $902.0 million,excluding accrued and unpaid interest, to purchase notes that have been validlytendered and not validly withdrawn as of 5 p.m. ET on July 13 and accepted forpurchase by the company. The tender offers expire at 11:59 p.m. ET on July 27,unless extended or earlier terminated.

Bank of America Merrill Lynch, Citigroup Global Markets Inc.and Credit Suisse Securities (USA) LLC are acting as the lead dealer managersfor the tender offers.