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71 Express Scripts 2013 Annual Report
The carrying value of cash and cash equivalents (Level 1), restricted cash and investments (Level 1), accounts
receivable, claims and rebates payable, and accounts payable approximated fair values due to the short-term maturities of these
instruments. The fair value, which approximates the carrying value, of our bank credit facility (Level 2) was estimated using
the current rates offered to us for debt with similar maturity. The carrying values and the fair values of our senior notes are
shown, net of unamortized discounts and premiums, in the following table:
December 31, 2013 December 31, 2012
(in millions)
Carrying
Amount
Fair
Value
Carrying
Amount
Fair
Value
March 2008 Senior Notes
7.125% senior notes due 2018 $ 1,378.5 $ 1,420.4 $ 1,417.2 $ 1,497.3
6.125% senior notes due 2013 — — 303.3 303.0
1,378.5 1,420.4 1,720.5 1,800.3
June 2009 Senior Notes
6.250% senior notes due 2014 — — 998.7 1,076.4
7.250% senior notes due 2019 497.9 607.8 497.6 645.1
497.9 607.8 1,496.3 1,721.5
September 2010 Senior Notes
2.750% senior notes due 2015 506.9 514.9 510.9 522.4
4.125% senior notes due 2020 506.8 519.7 507.6 546.1
1,013.7 1,034.6 1,018.5 1,068.5
May 2011 Senior Notes
3.125% senior notes due 2016 1,497.0 1,566.2 1,495.8 1,590.2
November 2011 Senior Notes
3.500% senior notes due 2016 1,249.8 1,324.4 1,249.7 1,347.8
4.750% senior notes due 2021 1,241.2 1,325.4 1,240.3 1,425.7
2.750% senior notes due 2014 899.7 917.1 899.4 930.8
6.125% senior notes due 2041 698.4 801.0 698.4 894.6
4,089.1 4,367.9 4,087.8 4,598.9
February 2012 Senior Notes
2.650% senior notes due 2017 1,490.7 1,548.0 1,487.9 1,559.6
2.100% senior notes due 2015 998.1 1,014.4 996.5 1,023.7
3.900% senior notes due 2022 981.9 1,003.4 980.0 1,073.3
3,470.7 3,565.8 3,464.4 3,656.6
Total $ 11,946.9 $ 12,562.7 $ 13,283.3 $ 14,436.0
The fair values of our senior notes were estimated based on observable market information (Level 2). In
determining the fair value of liabilities, we took into consideration the risk of nonperformance. Nonperformance risk refers to
the risk that the obligation will not be fulfilled and affects the value at which the liability would be transferred to a market
participant. This risk did not have a material impact on the fair value of our liabilities.
3. Changes in business
Acquisitions. As a result of the Merger on April 2, 2012, Medco and ESI each became 100% owned subsidiaries of
Express Scripts and former Medco and ESI stockholders became owners of Express Scripts stock, which is listed on the
Nasdaq. Upon closing of the Merger, former ESI stockholders owned approximately 59% of Express Scripts and former Medco
stockholders owned approximately 41% of Express Scripts. Per the terms of the Merger Agreement, upon consummation of the
Merger on April 2, 2012, each share of Medco common stock was converted into (i) the right to receive $28.80 in cash, without
interest and (ii) 0.81 shares of Express Scripts stock. Holders of Medco stock options, restricted stock units and deferred stock
units received replacement awards at an exchange ratio of 1.3474 Express Scripts stock awards for each Medco award owned,
which is equal to the sum of (i) 0.81 and (ii) the quotient obtained by dividing (1) $28.80 (the cash component of the Merger