Medco 2015 Annual Report Download - page 97

95 Express Scripts 2015 Annual Report
Exhibit
No. Title
10.27(3) Transition and Release Agreement dated September 9, 2015 between Keith J. Ebling and Express Scripts
Holding Company, incorporated by reference to Exhibit 10.1 to Express Scripts Holding Company's Current
Report on Form 8-K filed September 11, 2015.
11 Statement regarding computation of earnings per share (See Note 1 to the audited consolidated financial
statements).
12.1(2) Statement regarding computation of ratio of earnings to fixed charges.
21.1(2) Subsidiaries of Express Scripts Holding Company.
23.1(2) Consent of PricewaterhouseCoopers LLP, independent registered public accounting firm.
31.1(2) Certification by George Paz, as Chairman and Chief Executive Officer of Express Scripts Holding Company,
pursuant to Exchange Act Rule 13a-14(a).
31.2(2) Certification by Eric Slusser, as Executive Vice President and Chief Financial Officer of Express Scripts
Holding Company, pursuant to Exchange Act Rule 13a-14(a).
32.1(2) Certification by George Paz, as Chairman and Chief Executive Officer of Express Scripts Holding Company,
pursuant to 18 U.S.C.ss.1350 and Exchange Act Rule 13a-14(b).
32.2(2) Certification by Eric Slusser, as Executive Vice President and Chief Financial Officer of Express Scripts
Holding Company, pursuant to 18 U.S.C.ss. 1350 and Exchange Act Rule 13a-14(b).
101.INS(2) XBRL Taxonomy Instance Document.
101.SCH(2) XBRL Taxonomy Extension Schema Document.
101.CAL(2) XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF(2) XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB(2) XBRL Taxonomy Extension Label Linkbase Document.
101.PRE(2) XBRL Taxonomy Extension Presentation Linkbase Document.
1 The Merger Agreement listed in Exhibit 2.1 (the “Agreement”) is not intended to modify or supplement any factual
disclosures about the parties thereto, including the Company, and should not be relied upon as disclosure about such
parties without consideration of the periodic and current reports and statements that the parties thereto file with the SEC.
The terms of the Agreement govern the contractual rights and relationships, and allocate risks, among the parties in
relation to the transactions contemplated by the Agreement. In particular, the representations and warranties made by the
parties in the Agreement reflect negotiations between, and are solely for the benefit of, the parties thereto and may be
limited or modified by a variety of factors, including: subsequent events, information included in public filings,
disclosures made during negotiations, correspondence between the parties and disclosure schedules and disclosure
letters, as applicable, to the Agreement. Accordingly, the representations and warranties may not describe the actual state
of affairs at the date they were made or at any other time and you should not rely on them as statements of fact. In
addition, the representations and warranties made by the parties in the Agreement may be subject to standards of
materiality applicable to the contracting parties that differ from those applicable to investors. The schedules to the
Agreement have been omitted pursuant to Item 601(b)(2) of Regulation S-K and will be furnished supplementally to the
SEC upon request.
2 Filed herewith.
3 Management contract or compensatory plan or arrangement.
4 Certain portions of this exhibit have been omitted and filed separately with the Securities and Exchange Commission
pursuant to a confidential treatment order of the Securities and Exchange Commission.