Express Scripts 2013 Annual Report Download - page 110

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Express Scripts 2013 Annual Report 110
Item 9 — Changes in and Disagreements with Accountants on Accounting and Financial Disclosure
None.
Item 9A — Controls and Procedures
Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, evaluated the
effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities
Exchange Act of 1934, as amended (the “Exchange Act”)) as of December 31, 2013. Based on this evaluation, our Chief
Executive Officer and Chief Financial Officer concluded that, as of December 31, 2013, our disclosure controls and procedures
were (1) designed to ensure that material information relating to us, including our consolidated subsidiaries, is made known to
our Chief Executive Officer and Chief Financial Officer by others within those entities, particularly during the period in which
this report was being prepared, and (2) effective, in that they provide reasonable assurance that information required to be
disclosed by us in the reports that we file or submit under the Exchange Act are recorded, processed, summarized and reported
within the time periods specified in the SEC’s rules and forms. Disclosure controls and procedures include controls and
procedures designed to ensure that information required to be disclosed by us in 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 on Internal Control Over Financial Reporting
Our management is responsible for establishing and maintaining adequate internal control over financial reporting
(as such term is defined in Rule 13a-15(f) under the Exchange Act). Under the supervision and with the participation of our
management, including our Chief Executive Officer and our Chief Financial Officer, we conducted an evaluation of the
effectiveness of our internal control over financial reporting based on the framework in Internal Control — Integrated
Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission in 1992. Based on our
evaluation under the framework in the 1992 Internal Control — Integrated Framework, our management concluded that our
internal control over financial reporting was effective as of December 31, 2013.
The effectiveness of our internal control over financial reporting as of December 31, 2013, has been audited by
PricewaterhouseCoopers LLP, an independent registered public accounting firm, as stated in their report which is set forth in
Part II — Item 8 of this annual report on Form 10-K.
Changes in Internal Control Over Financial Reporting
On April 2, 2012, the Company acquired Medco Health Solutions, Inc. (“Medco”). As a result of the acquisition of
Medco, the Company has incorporated internal controls over significant processes specific to the acquisition that it believes to
be appropriate and necessary in consideration of the level of related integration. The Company transitioned selected billing and
adjudication processes to a consolidated platform throughout 2013. As the Company further integrates the Medco business, it
will continue to review the internal controls and take further steps to ensure that the internal controls are effective and
integrated appropriately.
On May 14, 2013, the Committee of Sponsoring Organizations of the Treadway Commission (“COSO”) issued an
updated version of its Internal Control — Integrated Framework (“2013 Framework”). Originally issued in 1992 (“1992
Framework”), the framework helps organizations design, implement and evaluate the effectiveness of internal control concepts
and simplify their use and application. The 1992 Framework will remain available during the transition period, which extends
to December 15, 2014, after which time COSO will consider it as superseded by the 2013 Framework. As of December 31,
2013, the Company is utilizing the 1992 Framework.
Except for the paragraphs above, no change in our internal control over financial reporting (as defined in Rules
13a-15(f) and 15d-15(f) under the Exchange Act) occurred during the quarter ended December 31, 2013 that has materially
affected, or is reasonably likely to materially affect, our internal control over financial reporting.
Item 9B — Other Information
None.