The deal, which is a cash and stock transaction, consists of $48.75 in cash and 0.2434 shares of stock of the combined company per Express Scripts share, totalling around $54bn.
It represents an approximately 31% premium to Express Scripts’ closing price of $73.42 on 1 March.
New York Stock Exchange-listed Cigna will also assume around $15bn in Express Scripts debt.
Upon closing, which is expected by the end of 2018, Cigna shareholders will own approximately 64% of the combined company and Express Scripts shareholders will own approximately 36%.
Mission to improve health
David Cordani, president and chief executive of Cigna, said: “Cigna’s acquisition of Express Scripts brings together two complementary customer-centric companies, well-positioned to drive greater quality and affordability for customers.
“This combination accelerates Cigna’s enterprise mission of improving the health, well-being and sense of security of those we serve, and in turn, expanding the breadth of services for our customers, partners, clients, health plans and communities.
“Together, we will create an expanded portfolio of health services, delivering greater consumer choice, closer alignment between the customer and health care provider, and more personalised value. This combination will create significant benefits to society and differentiated shareholder value.”
Tim Wentworth, Express Scripts’ president and chief executive, said the “transaction delivers attractive value to the Express Scripts shareholders”
“Adding our company’s leadership in pharmacy and medical benefit management, technology-powered clinical solutions, and specialised patient care model to Cigna’s track record of delivering value through innovation, we are positioned to transform healthcare,” he added.
Upon closing, the combined company will be led by Cordani as president and chief executive. Wentworth will assume the role of president, Express Scripts.