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SXC Health Solutions Corp. to acquire National Medical Health Card Systems, Inc.
Date:2/26/2008

riety of healthcare payor organizations including health plans, Medicare, managed and fee-for-service state Medicaid plans, long-term care facilities, unions, third-party administrators (TPAs) and self-insured employers. The combined company is also expected to benefit from cost synergies and enhanced opportunities for revenue growth and increased profitability.

"We believe that our strengths in providing a full-service suite of PBM offerings will blend well with SXC's leadership in PBM information technology," said Tom Erickson, NMHC's Chairman and interim CEO. "We are looking forward to partnering with SXC to leverage their technical and market expertise to continue to strengthen and grow our own business. SXC is an emerging leader in the PBM industry with a strong financial foundation. We believe that our employees and shareholders will be pleased with the new opportunities the combined company offers."

"We are also excited about the opportunity this combination offers us to better serve our customers," Mr. Erickson continued. "The combination enhances our capabilities with advanced technology, new clinical programs, an expanded customer service organization, and increased financial flexibility. Furthermore, leveraging SXC's technology will enable us to provide our customers with better execution, more sophisticated reporting, and expanded capabilities in areas such as Medicare Part D. We also believe our strong PBM skill set and culture will merge well with SXC's informedRx(TM) offering, helping us move forward with SXC to offer a compelling and competitively differentiated market offering."

Terms of the Transaction

A subsidiary of SXC will commence an exchange offer for shares of NMHC common stock. Tendering stockholders will receive $7.70 in cash and 0.217 shares of SXC common stock. If completed, the exchange offer will be followed by a back-end merger for the same consideration as that offered in the exchange offer. Under certain
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SOURCE SXC Health Solutions, Inc.
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