NASHVILLE, Tenn. (AP) - Caremark Rx Inc. assured shareholders Saturday they had the right to seek a court's intervention if they are concerned about CVS Corp.'s bid for the pharmacy benefits manager.
Caremark also sent notice that $35 million in payments to its investment bankers are contingent on their favorable recommendations about the merger with CVS, the nation's largest retail pharmacy chain.
Nashville-based Caremark also announced a delay in a shareholder vote on the proposed merger from March 9 to March 16.
Caremark's announcement follows a Delaware judge's ruling Friday ordering the company to provide more information on matters raised by plaintiffs who claim the CVS deal is not the best value for shareholders.
Woonsocket, R.I.-based CVS announced Nov. 1 that it planned to acquire Caremark for about $21.2 billion in stock.
Attorneys for rival benefits manager Express Scripts Inc. of Maryland Heights, Mo., and two Caremark institutional shareholders, a Pennsylvania Masons lodge and a Louisiana police pension fund, challenged the deal in court.
They claim the directors of Caremark had failed to negotiate the best deal for their shareholders, and that the proposal contained unfair protection measures aimed at dissuading other bidders for Caremark.
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