Caremark Rx Inc.'s shareholders would receive a $2-a-share one-time dividend if their company completes a merger with CVS Corp. that Express Scripts Inc. tried to scuttle Tuesday with a hostile tender offer for Caremark.
CVS and Caremark also said in a joint statement that they would retire 150 million shares of the merged company by buying stock from financial institutions. That would add $4.8 billion in debt, a regulatory filing said.
Express Scripts earlier Tuesday offered Caremark stockholders $29.25 in cash and 0.426 share of Express Scripts for each Caremark share. Based on closing prices from Friday, the Express Scripts offer has a value of $56.87 a share, or $24.3 billion. CVS, the second-largest U.S. drugstore chain, offered $48.53 a share Nov. 1, or $22.3 billion.
The prospect of a dividend may make the CVS offer more competitive, said Matt Kaufler of Clover Capital Management in Rochester, N.Y.