Express Scripts 2009 Annual Report Download

Download and view the complete annual report

Please find the complete 2009 Express Scripts annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 108

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70
  • 71
  • 72
  • 73
  • 74
  • 75
  • 76
  • 77
  • 78
  • 79
  • 80
  • 81
  • 82
  • 83
  • 84
  • 85
  • 86
  • 87
  • 88
  • 89
  • 90
  • 91
  • 92
  • 93
  • 94
  • 95
  • 96
  • 97
  • 98
  • 99
  • 100
  • 101
  • 102
  • 103
  • 104
  • 105
  • 106
  • 107
  • 108

Express Scripts 2009 Annual Report
plan sponsors
consumers
express scripts
Our focus on alignment
enables better health and value
… one consumer at a timeSM

Table of contents

  • Page 1
    plan sponsors consumers express scripts Our focus on alignment enables better health and value ...one consumer at a timeSM Express Scripts 2009 Annual Report

  • Page 2
    ... before income tax Net income from continuing operations Per Diluted Share Data: Net income from continuing operations Average Diluted Shares Outstanding Balance Sheet Data: Cash Total assets Total debt, including current maturities Stockholders' equity Selected Data: Total Adjusted Claims 2009 $ 24...

  • Page 3
    ... health outcomes by coordinating the distribution of outpatient pharmaceuticals. We offer a combination of services, including clinical management programs, retail drug card programs, Home Delivery and formulary management programs. Here is how we support you: Plan Sponsors A solid legacy of...

  • Page 4
    proponent Express Scripts 2009 Annual Report 2

  • Page 5
    ...drugs. It's in our culture. Our legacy of independence from the inï¬,uence of retail pharmacies or pharmaceutical manufacturers fully aligns our interests with those of our clients and members, giving us the freedom to emphasize generics and preferred brands. Record Generic Fill Rate Express Scripts...

  • Page 6
    pioneering Express Scripts 2009 Annual Report 4

  • Page 7
    ... key Fortune 100 company decision makers in dialogue with behavioral sciences experts and innovators in benefit design. The Washington, D.C., San Francisco and Chicago events offered attendees insight, knowledge and a forum for a national discussion. 304 5 Express Scripts 2009 Annual Report

  • Page 8
    positioned Express Scripts 2009 Annual Report 6

  • Page 9
    ... agreement by which Express Scripts will provide pharmacy benefit management services to members of one of the nation's largest health benefits companies. Plan sponsors and members will gain from state-of-the-art programs and shared best practices from both organizations. Healthcare administrators...

  • Page 10
    everyone Express Scripts 2009 Annual Report 8

  • Page 11
    ... the BESt program study pharmacy in St. Louis. Top Left: Employees paint a mural and make improvements to Mason Elementary School in St. Louis. Top Right: St. Marys, Ga., employees volunteer at Habitat for Humanity through the United Way's Day of Caring annual event. 9 Express Scripts 2009 Annual...

  • Page 12
    milestones Express Scripts 2009 Annual Report 10

  • Page 13
    ... by clients in 2009 through greater use of generics and lower-cost brands which Express Scripts will provide pharmacy benefits management to members of the affiliated health plans of WellPoint. Department of Defense - The implementation of a multi-year TRICARE Pharmacy contract, providing services...

  • Page 14
    Enabling better health and value ...one consumer at a Express Scripts 2009 Annual Report 12

  • Page 15
    ... on the individual, delivering better health and value ...one consumer at a time. This is our precision approach. It's more than behavioral sciences applied to the PBM. It is the future, and it is Express Scripts. Behind the numbers, we are all about people. 13 Express Scripts 2009 Annual Report

  • Page 16
    ... our strong track record forward in 2009, we implemented a new contract with the U.S. Department of Defense (DoD) to provide integrated retail, Home Delivery and specialty pharmacy services for the DoD's TRICARE Pharmacy Program, serving over 9 million DoD beneficiaries. Express Scripts is proud...

  • Page 17
    ... want to ensure that their members are complying with the drug regimens prescribed by their doctors in order to remain healthy and safe. At Express Scripts, our primary focus is to manage medication therapy and safety for patients. Through highly specialized clinical solutions, we help to improve...

  • Page 18
    ...Financial Statements and Supplementary Data 58 Consolidated Balance Sheet 59 Consolidated Statement of Operations 60 Consolidated Statement of Changes In Stockholders' Equity 61 Consolidated Statement of Cash Flows 63 Notes To Consolidated Financial Statements Express Scripts 2009 Annual Report 16

  • Page 19
    ...portions of the definitive proxy statement for the Registrant's 20 10 Annual Meeting of Stockholders, which is expected to be filed with the Securities and Exchange Commission not later than 120 days after the reg istrant's fiscal year ended December 31, 2009. 17 Express Scripts 2009 Annual Report

  • Page 20
    ... work to develop innovative strategies designed to keep medications affordable. Pharmacy benefit management ("PBM") companies combine reta il pharmacy claims processing, formulary management and home delivery pharmacy services to create an integrated product offering to manage the prescription drug...

  • Page 21
    ... located at One Express Way, Saint Louis, Missouri, 63121. Our telephone number is (314) 996-0900 and our web site is www.express-scripts.com. Information included on our web site is not part of this annual report. Products and Services Pharmacy Benefit Management Services Overview. Our PBM services...

  • Page 22
    ... delivery. reimbursement limitations on the amount of a drug which can be obtained in a specific period. utilization management programs such as step therapy and prior authorization, that focus the use of medications according to clinically developed algorithms. Express Scripts 2009 Annual Report...

  • Page 23
    ... of lower cost generic alternatives by implementing utilization management programs such as step therapy and prior authorization, that focus the use of medications according to clinically developed algorithms We also provide formulary compliance services to our clients. For example, if a doctor has...

  • Page 24
    ...administrative fees in connection with the services and systems we provide through the rebate program. Electronic Claims Processing and Drug Utilization Review. Our electronic claims processing system enables us to implement sophisticated intervention programs to assist in managing prescription drug...

  • Page 25
    ... HMOs, health insurers, third-party administrators, employers, union-sponsored benefit plans, government health programs, office-based oncologists, renal dialysis clinics, ambulatory surgery centers, primary care physicians, retina specialists, and others. 23 Express Scripts 2009 Annual Report

  • Page 26
    ...of employers who enroll in the RDS program. We provide PBM services to these clients as well as Part D functions that include managing member out of pocket costs, creation of Explanation of Benefits of the prescription data event, medication therapy management services and various reporting required...

  • Page 27
    ... Resources - Acquisitions and Related Transactions"). Company Operations General. As of December 31, 2009, our PBM segment operated five dispensing home delivery pharmacies, three non-dispensing order processing centers, eleven patient contact centers, and eight specialty drug pharmacies. Electronic...

  • Page 28
    ...United States and Canadian claims processing facilities. Specialty pharmacy operations are supported by multiple pharmacy systems which are maintained, managed and operated internally. We have integrated the business to a common set of shared services and infrastructure, data processing centers, and...

  • Page 29
    ... certain items of value to influence a Medicare or Medicaid patient's use of our home delivery or specialty services. Prompt Pay Laws. Under Medicare Part D and certain state laws, PBMs are required to pay retail pharmacy providers within established time periods that may be shorter than existing...

  • Page 30
    ... requirements of each. Legislation and Regulation Affecting Drug Prices. Some states have adopted so-called "most favored nation" legislation providing that a pharmacy participating in the state Medicaid program must give the state the best price that the Express Scripts 2009 Annual Report 28

  • Page 31
    ...days, and to provide clients with refunds when appropriate. The United States Postal Service has statutory authority to restrict the delivery of drugs and medicines through the mail to a degree that could have an adverse effect on our home delivery operations. 29 Express Scripts 2009 Annual Report

  • Page 32
    ... renewal of service marks. Insurance Our PBM operations, including the dispensing of pharmaceutical products by our home delivery pharmacies, our EM operations, including the distribution of specialty drugs, and the services rendered in connection with our disease management operations, may subject...

  • Page 33
    ... Vice President, General Counsel and Secretary Executive Vice President, Strategy, Human Capital and Emerging Markets Executive Vice President, Sales and Marketing Executive Vice President, Operations and Technology President, International Operations Vice President, Chief Accounting Officer...

  • Page 34
    ... Accounting Officer and Controller in December 2005. Ms. Elliott previously served in our Internal Audit Department between February 2002 and December 2005, most recently as Vice President. Available Information We make available through our website (www.express-scripts.com) access to our annual...

  • Page 35
    ... the Prescription Drug Marketing Act • potential regulation of the PBM industry by the U.S. Food and Drug Administration • pending legislation regarding importation of drug products into the United States • state laws regulating the business of insurance 33 Express Scripts 2009 Annual Report

  • Page 36
    ... drug plan ("PDP") in connection with the Medicare Part D program for purposes of making employer/union-only group waiver plans (known as "EGWP" plans) available for applicable clients. As a licensed insurer organized and licensed under the laws of the State of Arizona, ESIC is subject to federal...

  • Page 37
    ... the operations of the PBM Business that we acquired depends to a large extent on the proper functioning of our information technology and business support systems. We are currently dependent upon WellPoint to continue to provide certain information technology services, human resources services...

  • Page 38
    ..., including our contracts with retail pharmacy networks and with PBM and specialty pharmacy clients, generally use certain published benchmarks to establish pricing for prescription drugs. These benchmarks include AWP, AMP and wholesale acquisition cost. Most of our client contracts utilize the AWP...

  • Page 39
    ...we purchase to be dispensed from our home delivery pharmacies; • rebates based upon distributions of drugs from our home delivery pharmacies and through pharmacies in our retail networks; • administrative fees for managing rebate programs, including the development and maintenance of formularies...

  • Page 40
    ... agreement during 2009 for a new state of the art pharmacy fulfillment facility. We expect to take possession of this new facility during the second quarter of 2010. The annual lease commitments for this facility are approximately $1.5 million and the term of the lease is ten years. Express Scripts...

  • Page 41
    ... of New York, et al. v. Express Scripts, Inc. (Case No.04-Civ-7098 (WHP), United States District Court for the Southern District of New York) (filed August 5, 2004); United Food and Commercial Workers Unions and Employers Midwest Health Benefits Fund, et al v. National Prescription Administrators...

  • Page 42
    ..., 2009. Inola Drug, Inc. v. Express Scripts, Inc. (Case No. 06-CV-117-TCK-SAJ, United States District Court for the Northern District of Oklahoma). On February 22, 2006, a class action lawsuit was filed alleging that our reimbursement to pharmacies violates the Oklahoma Third Party Prescriptions Act...

  • Page 43
    ... to be a class action against the PBM defendants on behalf of selff funded, non-ERISA health plans; and individuals with no prescription drug benefits that have purchased drugs at retail rates. On May 6, 2004, WellPoint invoked an arbitration clause and the case against WellPoint was stayed and sent...

  • Page 44
    ... Capital Resources - Bank Credit Facility". Recent Sales of Unregistered Securities None. Issuer Purchases of Equity Securities The following is a summary of our stock repurchasing activity during the three months ended December 31, 2009 (share data in millions): Total number of shares purchased as...

  • Page 45
    ...1,124.9 $ 477.9 (137.8) 5,493.5 110.0 1,400.5 1,464.8 Network pharmacy claims processed(8) Home delivery and specialty pharmacy prescriptions filled Other prescriptions filled(9) Cash flows provided by operating activities- continuing operations Cash flows used in investing activities- continuing...

  • Page 46
    ... administer the client's formulary. (9) Other prescriptions filled represent: (a) drugs distributed through patient assistance programs (b) drugs distributed where we have been selected by the pharmaceutical manufacturer as part of a limited distribution network and (c) Emerging Market claims. (10...

  • Page 47
    .... Under the new structure, our integrated PBM services include network claims processing, home delivery services, patient care and direct specialty home delivery to patients, benefit plan design consultation, drug utilization review, formulary management, drug data analysis services, distribution of...

  • Page 48
    ..., we are providing our clients with additional tools designed to generate higher generic fill rates and further increase the use of our home delivery and specialty pharmacy services and drive greater adherence. While we believe we are well positioned from a business and financial perspective...

  • Page 49
    ... on a straight-line basis, which approximates the pattern of benefit, over periods from 1 to 20 years (see Note 8). FACTORS AFFECTING ESTIMATE The fair values of reporting units, asset groups, or acquired businesses are measured based on market prices, when available. When market prices are not...

  • Page 50
    ...customers, in revenue. We distribute pharmaceuticals in connection with our management of patient assistance programs and earn a fee from the manufacturer for administrative and pharmacy services for the delivery of certain drugs free of charge to doctors for their low income patients. We earn a fee...

  • Page 51
    ...rate as fewer generic substitutions are available among maintenance medications (e.g., therapies for chronic conditions) commonly dispensed from home delivery pharmacies compared to acute medications which are primarily dispensed by pharmacies in our retail networks. 49 Express Scripts 2009 Annual...

  • Page 52
    ... and growth as well as charges we incurred for the data security incident and a charge incurred for internally developed software. PBM operating income increased $207.5 million, or 19.6%, in 2008 over 2007, based on the various factors described above. Express Scripts 2009 Annual Report 50

  • Page 53
    ...line of business in the first quarter of 2008 as well as increased management compensation during 2008 in line with improved financial results. EM income from continuing operations increased $12.2 million in 2008 from 2007 based on the factors described above. 51 Express Scripts 2009 Annual Report

  • Page 54
    ...2007 primarily due to improved operating results, as well as the decrease in the basic and diluted weighted average number of common shares, relating to the repurchase of 7.2 million shares in the year ended December 31, 2008 (see "-Stock Repurchase Program"). Express Scripts 2009 Annual Report 52

  • Page 55
    ...any treasury shares. There are 21.0 million shares remaining under this program. Additional share repurchases, if any, will be made in such amounts and at such times as we deem appropriate based upon prevailing market and business conditions and other factors. 53 Express Scripts 2009 Annual Report

  • Page 56
    ... technology solutions to the employer, health plan and financial services markets. The purchase price was funded through internally generated cash. The purchase agreement includes an earnout provision, payable after three years based on the performance of the business. This acquisition is reported...

  • Page 57
    .... We do not expect potential payments under these provisions to materially affect results of operations or financial condition. This conclusion is based upon reasonably likely outcomes derived by reference to historical experience and current business plans. 55 Express Scripts 2009 Annual Report

  • Page 58
    ... rates of interest under our credit facility. A hypothetical increase in interest rates of 1% would result in an increase in annual interest expense of approximately $2.7 million (pretax), presuming obligations subject to variable interest rates remained constant. Express Scripts 2009 Annual Report...

  • Page 59
    ... whose total assets and total revenues represent 32.0% and 5.5%, respectively, of the related consolidated financial statement amounts as of and for the year ended December 31, 2009. /s/ PricewaterhouseCoopers LLP St. Louis, Missouri February 24, 2010 57 Express Scripts 2009 Annual Report

  • Page 60
    ... Claims and rebates payable Accounts payable Accrued expenses Current maturities of long-term debt Current liabilities of discontinued operations Total current liabilities Long-term debt Other liabilities Total liabilities Commitments and contingencies (Note 13) Stockholders' equity: Preferred stock...

  • Page 61
    ... $ 3.11 3.11 $ 3.10 (0.01) 3.08 $ 2.27 (0.12) 2.15 Includes retail pharmacy co-payments of $3,132.1, $3,153.6, and $3,554.5 for the years ended December 31, 2009, 2008, and 2007, respectively. See accompanying Notes to Consolidated Financial Statements 59 Express Scripts 2009 Annual Report

  • Page 62
    ... available for sale securities; net of taxes Comprehensive income Stock split in form of dividend Treasury stock acquired Common stock issued under employee plans, net of forfeitures and stock redeemed for taxes Amortization of unearned compensation under employee plans Exercise of stock options Tax...

  • Page 63
    ... fees Deferred income taxes Bad debt expense Employee stock-based compensation expense Other, net Changes in operating assets and liabilities, net of changes resulting from acquisitions: Receivables Inventories Other current and non-current assets Claims and rebates payable Other current and non...

  • Page 64
    Supplemental data: Cash paid during the year for: Income tax payments, net of refunds Interest See accompanying Notes to Consolidated Financial Statements $ 478.3 185.8 $ 342.4 72.9 $ 279.2 112.2 Express Scripts 2009 Annual Report 62

  • Page 65
    ...new structure, our integrated PBM services include network claims processing, home delivery services, patient care and direct specialty home delivery to patients, benefit design consultation, drug utilization review, formulary management, drug data analysis services, distribution of injectable drugs...

  • Page 66
    ...is based upon quoted market prices, with unrealized holding gains and losses reported through other comprehensive income, net of applicable taxes. We sold shares held as available-for-sale for a non-operating gain of $4.2 million in the second quarter of 2007. Express Scripts 2009 Annual Report 64

  • Page 67
    ... pharmacy benefit management services to WellPoint and its designated affiliates ( "NextRx" or "the PBM agreement"). In accordance with applicable accounting guidance, amortization expense for our continuing operations of $9.5 million (for one month in 2009) for customer contracts related to the PBM...

  • Page 68
    ... our PBM segment are earned by dispensing prescriptions from our home delivery and specialty pharmacies, processing claims for prescriptions filled by retail pharmacies in our networks, and by providing services to drug manufacturers, including administration of discount programs (see also "Rebate...

  • Page 69
    .... Rebates and administrative fees earned for the administration of this program, performed in conjunction with claim processing and home delivery services provided to clients, are recorded as a reduction of cost of revenue and the portion of the rebate and administrative fees payable to customers is...

  • Page 70
    ... include member co-payments to retail pharmacies in revenue and cost of revenue. Income taxes. Deferred tax assets and liabilities are recognized based on temporary differences between financial statement basis and tax basis of assets and liabilities using presently enacted tax rates. We account for...

  • Page 71
    ... These assets are carried at fair value based on quoted market prices for identical securities (Level 1 inputs). Cash equivalents include investments in AAA-rated money market mutual funds with weighted average maturities of less than 90 days. As of December 31, 2009 and 2008, short-term investments...

  • Page 72
    ... for working capital. The NextRx PBM Business is a national provider of PBM services, and we believe the acquisition will enhance our ability to achieve cost savings, innovations, and operational efficiencies which will benefit our customers and stockholders. The purchase price was primarily funded...

  • Page 73
    ... Pharmacy Services Division of MSC - Medical Services Company ("MSC"), a privately held PBM, for a purchase price of $251.0 million. MSC is a leader in providing PBM services to clients providing workers ' compensation benefits. The purchase price was funded 71 Express Scripts 2009 Annual Report

  • Page 74
    ...tax purposes. On October 10, 2007, we purchased Connect Your Care, LLC ("CYC"), a leading provider of consumer directed healthcare technology solutions to the employer, health plan and financial services markets. The purchase price was funded through internally generated cash. The purchase agreement...

  • Page 75
    ... with the Camden County Joint Development Authority in association with the development of our Patient Care Contact Center in St. Marys, Georgia (see Note 13). Under certain of our operating leases for facilities in which we operate home delivery and specialty pharmacies, we are required to remove...

  • Page 76
    ... NextRx acquisition. Additionally, in accordance with applicable accounting guidance, amortization of $9.5 million for customer contracts related to the PBM agreement has been included as an offset to revenues for the year ended December 31, 2009. The future aggregate amount of amortization expense...

  • Page 77
    ... interest accrued to the redemption date, discounted to the redemption date on a semiannual basis at the treasury rate plus 50 basis points with respect to any notes being redeemed, plus in each case, unpaid interest on the notes being redeemed accrued to 75 Express Scripts 2009 Annual Report

  • Page 78
    ... common stock and debt securities, we terminated the credit facility and incurred $56.3 million in fees and incurred an additional $10.0 million in fees upon the completion of the acquisition. The following represents the schedule of current maturities for our long-term debt as of December 31, 2009...

  • Page 79
    ... the statutory federal income tax rate and the effective tax rate follows (the effect of foreign taxes on the effective tax rate for 2009, 2008, and 2007 is immaterial): Year Ended December 31, 2008 35.0% 0.8 35.8% Statutory federal income tax rate State taxes, net of federal benefit Non-deductible...

  • Page 80
    ... stock. The rights plan will expire on July 25, 2011. The rights are currently represented by our common stock certificates. When the rights become exercisable, they will entitle each holder to purchase 1/1,000th of a share of our Series A Junior Participating Express Scripts 2009 Annual Report...

  • Page 81
    ...treasury shares. As of December 31, 2009, approximately 8.0 million shares of our common stock are available for issuance under this plan. The maximum term of stock options, SSRs, restricted stock and performance shares granted under the 2000 LTIP is 10 years. 79 Express Scripts 2009 Annual Report

  • Page 82
    ...1999, which provided for the grant of nonqualified stock options and incentive stock options to our officers and key employees selected by the Compensation Committee of the Board of Directors. In June 1994, the Board of Directors adopted the Express Scripts, Inc. 1994 Stock Option Plan, also amended...

  • Page 83
    ... rates in effect during the corresponding period of grant. The expected volatility is based on the historical volatility of our stock price. These factors could change in the future, which would affect the stock-based compensation expense in future periods. 81 Express Scripts 2009 Annual Report

  • Page 84
    ... stock compensation Fair value of vested restricted shares Intrinsic value of stock options exercised Weighted average fair value of options granted during the year 2009 $9.4 13.4 12.4 48.8 $14.54 2008 $27.7 42.1 4.3 41.7 $17.88 2007 $49.7 49.4 9.3 140.1 $12.83 Express Scripts 2009 Annual Report...

  • Page 85
    .... We can give no assurance that such judgments, fines and remedies, and future costs associated with legal matters, would not have a material adverse effect on our financial condition, our consolidated results of operations or our consolidated cash flows. 83 Express Scripts 2009 Annual Report

  • Page 86
    ... in SAAS were operationally integrated into the PBM: bio-pharma services including reimbursement and customized logistics solutions and fulfillment of prescriptions to low-income patients through pharmaceutical manufacturersponsored and company-sponsored generic patient assistance programs. The EM...

  • Page 87
    (in millions) PBM EM Total 2009 Product revenue: Network revenues Home delivery and specialty revenues Other revenues Service revenues Total revenues Depreciation and amortization expense Operating income Interest income Interest expense Income before income taxes Capital expenditures 2008 ...

  • Page 88
    ... sale of prescription drugs by retail pharmacies in our retail pharmacy networks, and distribution of certain specialty drugs. EM product revenues consist of distribution of certain fertility drugs and revenues from specialty distribution activities. PBM service revenue includes administrative fees...

  • Page 89
    ... (in millions, except per share data) Fiscal 2009 Total revenues (3) Cost of revenues (3) Gross profit Selling, general and administrative Operating income Net income from continuing operations Net (loss) income from discontinued operations, net of tax Net income Basic earnings per share: Continuing...

  • Page 90
    ... these former subsidiaries are included as discontinued operations in those of the non-guarantors. Subsequent to the acquisition of NextRx on December 1, 2009, Pharmacy Services Division of MSC - Medical Services Company ("MSC") on July 22, 2008 and Connect Your Care, LLC ("CYC") on October 10, 2007...

  • Page 91
    ...Claims and rebates payable Accounts payable Accrued expenses Current maturities of long-term debt Current liabilities of discontinued operations...881.1 332.6 29.5 5,509.2 1,380.7 496.4 420.5 420.0 4.1 2,721.7 1,340.3 369.0 1,078.2 5,509.2 $ $ $ $ $ $ $ $ 89 Express Scripts 2009 Annual Report

  • Page 92
    ...Revenues Operating expenses Operating income Non-operating charges, net Dividend income (expense) Undistributed loss from joint venture Interest expense, net Income before income taxes Provision for income taxes Net income from continuing operations... (220.8) $ Express Scripts 2009 Annual Report 90

  • Page 93
    ... from long-term debt, net of discounts Net proceeds from stock issuance Repayment of long-term debt Deferred financing fees Tax benefit relating to employee stockbased compensation Net proceeds from employee stock plans Net transactions with parent Net cash provided by (used in) financing activities...

  • Page 94
    ...of business Other Net cash (used in) investing activities Cash flows from financing activities: Repayment of long-term debt Tax benefit relating to employee stockbased compensation Net proceeds from employee stock plans Treasury stock acquired Net transactions with parent Net cash (used in) provided...

  • Page 95
    ...-term debt Repayment of long-term debt Repayment of revolving credit line, net Tax benefit relating to employee stockbased compensation Treasury stock acquired Other Net transactions with parent Net cash (used in) provided by financing activities Effect of foreign currency translation adjustment Net...

  • Page 96
    ...the reports that we file or submit under the Exchange Act are accumulated and communicated to the appropriate members of our management team, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure. Management's Report...

  • Page 97
    ... and Related Party Transactions" and "Corporate Governance." Item 14 - Principal Accounting Fees and Services The information required by this item will be incorporated by reference from the Proxy Statement under the heading "Principal Accountant Fees." 95 Express Scripts 2009 Annual Report

  • Page 98
    ... below. The Company agrees to furnish to the SEC, upon request, copies of any long-term debt instruments that authorize an amount of securities constituting 10% or less of the total assets of Express Scripts, Inc. and its subsidiaries on a consolidated basis. Express Scripts 2009 Annual Report 96

  • Page 99
    97 Express Scripts 2009 Annual Report

  • Page 100
    Express Scripts 2009 Annual Report 98

  • Page 101
    EXPRESS SCRIPTS, INC. Schedule II - Valuation and Qualifying Accounts and Reserves of Continuing Operations Years Ended December 31, 2009, 2008, and 2007 Col. A (in millions) Col. B Balance at Beginning of Period Col. C Additions Charges to Costs and Expenses Charges to Other Accounts Col. D ...

  • Page 102
    ... TO EXHIBITS (Express Scripts, Inc. - Commission File Number 0-20199) Exhibit Number 2.1 Exhibit Stock and Interest Purchase Agreement among the Company and WellPoint, Inc., dated April 9, 2009, incorporated by reference to Exhibit No. 2.1 to the Company's Current Report on Form 8-K filed April 14...

  • Page 103
    ...Report on Form 10-K for the year ending December 31, 2001. Third Amendment to the Express Scripts, Inc. 2000 Long-Term Incentive Plan, incorporated by reference to Exhibit A to the Company's Proxy Statement filed April 18, 2006. Amended and Restated Express Scripts, Inc. Employee Stock Purchase Plan...

  • Page 104
    ... grants of restricted stock units by the Company under the Express Scripts, Inc. 2000 Long-Term Incentive Plan, incorporated by reference to Exhibit No. 10.4 to the Company's Current Report on Form 8 -K filed March 3, 2009. Description of Compensation Payable to Non-Employee Directors, incorporated...

  • Page 105
    ...13a-14(b). 32.2 Certification by Jeffrey Hall, as Executive Vice President and Chief Financial Officer of Express Scripts, Inc., pursuant to 18 U.S.C.ss. 1350 and Exchange....2 101.3 101.4 101.5 101.6 1 Management contract or compensatory plan or arrangement. 103 Express Scripts 2009 Annual Report

  • Page 106
    ... Executive Vice President Client & Clinical Services Larry Zarin George Paz President, Chief Executive Officer & Chairman of the Board Senior Vice President Marketing & Corporate Communications Susan Lang Senior Vice President & Chief Supply Chain Officer Express Scripts 2009 Annual Report 104

  • Page 107
    ... Offices Express Scripts, Inc. One Express Way St. Louis, MO 63121 314.996.0900 Transfer Agent and Registrar American Stock Transfer & Trust Company 59 Maiden Lane Plaza Level New York, NY 10038 800.937.5449 Annual Meeting The 2010 Annual Meeting of Stockholders is scheduled to be held on...

  • Page 108
    ... the way we fulfill the needs of clients, patients and employees. Express Scripts is committed to proactively balancing economic development with environmental stewardship and social development, and operates its business in a manner that respects the environment and conserves natural resources. We...