Caremark Stockholders Approve Merger with AdvancePCS.Business Editors NASHVILLE, Tenn.--(BUSINESS WIRE)--March 22, 2004 Caremark Rx  The introduction to this article may be too long. Please help improve the introduction by moving some material from it into the body of the article according to the suggestions at , Inc. (NYSE NYSESee: New York Stock Exchange : CMX CMX Corel Presentation Exchange (file extension) CMX Cisco Mobile Exchange CMX Cloaca Maxima (sewage system of ancient Rome; Finnish rock band) CMX Crisis Management Exercise ) announced that, at Caremark's special meeting held earlier today, Caremark's stockholders approved, among other things, the issuance of shares of Caremark common stock to AdvancePCS stockholders in the previously announced merger between Caremark and AdvancePCS. Earlier today, at AdvancePCS's annual meeting, AdvancePCS's stockholders approved, among other things, the merger between Caremark and AdvancePCS. Receipt of these stockholder approvals was a condition to closing the merger. The merger is expected to close on March 24, 2004, assuming that all other conditions to the merger are satisfied. Under the terms of the merger agreement, entered into on September 2, 2003, Caremark will acquire 100 percent of AdvancePCS's outstanding stock. AdvancePCS stockholders will receive value equivalent to 2.15 shares of Caremark stock for each AdvancePCS share, to be paid 90% in Caremark stock and 10% in cash. About Caremark Rx, Inc. Caremark Rx, Inc. is a leading pharmaceutical services company, providing comprehensive drug benefit services through its affiliate Caremark Inc. to over 1,200 health plan sponsors and their participants throughout the U.S. Caremark's clients include corporate health plans, managed care organizations, insurance companies, unions, government agencies and other funded benefit plans. The company operates a national retail pharmacy pharmacy, art of compounding and dispensing drugs and medication. The term is also applied to an establishment used for such purposes. Until modern times medication was prepared and dispensed by the physician himself. In the 18th cent. network with over 55,000 participating pharmacies This article is a list of major pharmacies (also known as chemists and drugstores) by country. Australia Pharmacies in Australia are mostly independently-owned by pharmacists, often operated as franchises of retail brands offered by the three major , four state-of-the-art mail service pharmacies, the industry's only FDA-regulated repackaging plant and nineteen specialty distribution mail service pharmacies for delivery of advanced medications to individuals with chronic or genetic diseases and disorders. Safe Harbor Safe Harbor 1. A legal provision to reduce or eliminate liability as long as good faith is demonstrated. 2. A form of shark repellent implemented by a target company acquiring a business that is so poorly regulated that the target itself is less attractive. Statement This press release contains statements that constitute "forward-looking statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. " within the meaning of the Securities Act of 1933 and the Securities Exchange Act of 1934, both as amended by the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995. These statements are based on the current expectations of management of both companies. There are a number of risks and uncertainties that could cause actual results to differ materially from the expectations of management. You are encouraged to consult the filings which each of Caremark Rx, Inc. and AdvancePCS make with the Securities and Exchange Commission for more information concerning such risks and uncertainties. You are cautioned not to place undue reliance on these forward-looking statements which speak only as of the date stated, or if no date is stated, as of the date of this press release. Additional information about Caremark Rx is available on the World Wide Web at www.caremarkrx.com |
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