Express Scripts 2011 Annual Report Download - page 94

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Express Scripts 2011 Annual Report
92
15. Subsequent event
In February 2012, we issued $3.5 billion of Senior Notes (the ―February 2012 Senior Notes‖) in a private
placement with registration rights, including:
$1.0 billion aggregate principal amount of 2.100% Senior Notes due 2015
$1.5 billion aggregate principal amount of 2.650% Senior Notes due 2017
$1.0 billion aggregate principal amount of 3.900% Senior Notes due 2022
This issuance resulted in proceeds (net of discounts) of $3,458.9 million. These notes were issued through
our subsidiary, Aristotle Holding, Inc., which was organized for the purpose of effecting the transactions
contemplated under the Merger Agreement with Medco. The net proceeds may be used to pay a portion of the cash
consideration to be paid in the Medco Transaction and to pay related fees and expenses. In the event the merger with
Medco is not consummated, we would be required to redeem the February 2012 Senior Notes issued at a redemption
price equal to 101% of the aggregate principal amount of such notes, plus accrued and unpaid interest, prior to their
original maturities. This issuance reduces the amount available for withdrawal under the bridge facility discussed in
Note 7 – Financing to $2.4 billion.