Express Scripts Holding Co. agreed to pay $3.6 billion toacquire closely held EviCore Healthcare, a company that preapprovesscans and other costly medical tests for health plans.

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The deal comes as Express Scripts, a pharmacy benefit manager(PBM), is facing challenges on a number of fronts, includingthe possible loss of its largest customer, health-insurance giantAnthem Inc., and the potential entry ofAmazon.com Inc. into the business of managingprescription-drug benefits.

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Shares of Express Scripts, which have shed more than 15% oftheir value so far this year, fell 2.1% to $57.97 at 11:37 a.m. inNew York.

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Buying EviCore will help Express Scripts broaden its reachbeyond prescription drugs into being a gatekeeper for insurancecompanies for a wider range of medical services. Health plans hireEviCore, which manages medical benefits for 100 million people, tohelp reduce medically unnecessary imaging and other expensivetests.

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The purchase will complement Express Scripts’ main business ofmanaging prescription-drug benefits for health plans, employers andunions. The combination provides “significant opportunities forcross-selling to both client bases,” Express Scripts said in astatement.

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Express Scripts said that the deal, which must be approved byregulators, is expected to close in the fourth quarter of 2017.EviCore will be run as a standalone business unit within ExpressScripts, the company said.

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Looming threats

Express Scripts shares have been under pressure recently amidrenewed speculation that Amazon.com could move into pharmacybenefits, a development that could threaten Express Scripts andrivals including CVS Health Corp. and UnitedHealth Group Inc.’sOptumRx. Together, the three companies process about 70% ofprescriptions in the U.S., according to Pembroke Consulting.

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Amazon.com has never commented on whether it will enter theprescription-drug or drug-benefits market.

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Meanwhile, Express Scripts is trying to prevent Anthem fromsevering ties when its current contract expires at the end of 2019.Anthem has accused Express Scripts of overcharging it by $3 billiona year and has said it expects to make a decision by year-end onwhat it will do. Express Scripts has denied overchargingAnthem.

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If Anthem moves on, it will leave a huge hole in ExpressScripts’ drug-benefits business. Anthem’s business made up about athird of the pharmacy-benefit manager’s earnings before interest,taxes, depreciation and amortization in the second quarter of 2017.Anthem owns an EviCore competitor called AIM Specialty Health.

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The deal signals Express Scripts’ “desire to remain independenteven with the likely Anthem loss, which may disappoint somecatalyst-driven holders,” Eric Coldwell, an analyst at Robert W.Baird & Co. who has a neutral rating on Express Scripts shares,wrote in a note to clients. Combining management of prescriptiondrugs and medical tests “is a logical expansion and key priorityfor health plans and employers.”

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EviCore, which has about 4,000 employees, was created by the2014 merger of two privately held companies, CareCore National LLCand MedSolutions Inc. Express Scripts is buying the company frominvestors including General Atlantic, TA Associates, and RidgemontEquity Partners.

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Lazard Ltd. and TripleTree LLC advised Express Scripts on thedeal, while JPMorgan Chase & Co. and Morgan Stanley advisedEviCore.

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