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62
Express Scripts 2015 Annual Report
6. Financing
At December 31, 2015 and 2014, our debt, net of unamortized discounts, premiums and financing costs, consists of:
2015 2014(4)
Long-term Debt(1)(2) Issuer Basis Points(3) Carrying Amount (in millions)
March 2008 Senior Notes
$1,200.0 million, 7.125% senior notes due 2018 Medco 50 $ 1,296.9 $ 1,338.4
June 2009 Senior Notes
$500.0 million, 7.250% senior notes due 2019 ESI 50 497.4 496.8
September 2010 Senior Notes
$500.0 million, 4.125% senior notes due 2020 Medco 25 504.9 505.9
$500.0 million, 2.750% senior notes due 2015 Medco N/A — 502.9
504.9 1,008.8
May 2011 Senior Notes
$1,500.0 million, 3.125% senior notes due 2016 ESI 20 1,498.7 1,495.3
November 2011 Senior Notes
$1,250.0 million, 4.750% senior notes due 2021 Express Scripts 45 1,237.5 1,235.6
$700.0 million, 6.125% senior notes due 2041 Express Scripts 50 692.5 692.2
1,930.0 1,927.8
February 2012 Senior Notes
$1,500.0 million, 2.650% senior notes due 2017 Express Scripts 35 1,494.4 1,489.3
$1,000.0 million, 3.900% senior notes due 2022 Express Scripts 40 981.3 978.5
$1,000.0 million, 2.100% senior notes due 2015 Express Scripts N/A — 999.7
2,475.7 3,467.5
June 2014 Senior Notes
$1,000.0 million, 2.250% senior notes due 2019 Express Scripts 15 993.1 991.1
$1,000.0 million, 3.500% senior notes due 2024 Express Scripts 20 986.8 985.4
$500.0 million, 1.250% senior notes due 2017 Express Scripts 10 498.6 497.6
2,478.5 2,474.1
Term loans
2015 five-year term loan(5) Express Scripts N/A 2,915.1 —
2015 two-year term loan(5) Express Scripts N/A 1,995.5 —
2011 term loan(5) Express Scripts N/A — 1,308.7
Total debt 15,592.7 13,517.4
Less: Current maturities of long-term debt 1,646.4 2,551.0
Total long-term debt $ 13,946.3 $ 10,966.4
(1) All senior notes require interest to be paid semi-annually, commencing with the month of issuance.
(2) All senior notes are jointly and severally and fully and unconditionally (subject to certain customary release provisions, including
sale, exchange, transfer or liquidation of the guarantor subsidiary) guaranteed on a senior unsecured basis by Express Scripts (if
issued by either Medco or ESI) and by most of our current and future 100% owned domestic subsidiaries.
(3) All senior notes are redeemable prior to maturity at a price equal to the greater of (1) 100% of the aggregate principal amount of any
notes being redeemed; or (2) the sum of the present values of the remaining scheduled payments of principal and interest on the notes
being redeemed discounted to the redemption date on a semiannual basis (assuming a 360-day year consisting of twelve 30-day
months) at the treasury rate plus the basis points as indicated, plus in each case, unpaid interest on the notes being redeemed accrued
to the redemption date.
(4) Balances as of December 31, 2014 have been adjusted to reflect $50.6 million of net financing costs related to our senior notes and
term loans as a reduction in the carrying value of long-term debt in conjunction with the adoption of ASU 2015-03 in 2015, as
described in Note 1 - Summary of significant accounting policies.
(5) The 2015 five-year term loan and 2015 two-year term loan, of which $4,925.0 million was outstanding as of December 31, 2015, had
average interest rates of 1.45% and 1.33%, respectively, as of December 31, 2015. The 2011 term loan had an average interest rate of
1.90% as of December 31, 2014.