As filed with the Securities and Exchange Commission on April 11, 2012
Registration No. 333-159654
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
POST-EFFECTIVE AMENDMENT NO. 2
TO
FORM S-3
REGISTRATION STATEMENT
Under
THE SECURITIES ACT OF 1933
EXPRESS SCRIPTS, INC.
*And the Subsidiary Guarantors listed below
(Exact name of registrant as specified in its charter)
DELAWARE | 43-1420563 | |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
One Express Way, St. Louis, MO 63121
(Address, including zip code, of registrant’s principal executive offices)
Keith J. Ebling, Esq.
Vice President
c/o Express Scripts Holding Company
One Express Way
St. Louis, Missouri 63121
(314) 996-0900
(Name, address, including zip code, and telephone number, including area code, of agent for service)
With a copy to:
Stacy J. Kanter
Skadden, Arps, Slate, Meagher & Flom LLP
Four Times Square
New York, NY 10036
Telephone: (212) 735-3000
Facsimile: (212) 735-2000
Approximate date of commencement of proposed sale to the public: Not Applicable.
If the only securities being registered on this Form are being offered pursuant to dividend or interest reinvestment plans, please check the following box: ¨
If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, other than securities offered only in connection with dividend or interest reinvestment plans, please check the following box: ¨
If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ¨
If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering. ¨
If this Form is a registration statement pursuant to General Instruction I.D. or a post-effective amendment thereto that shall become effective upon filing with the Commission pursuant to Rule 462(e) under the Securities Act, please check the following box. x
If this Form is a post-effective amendment to a registration statement filed pursuant to General Instruction I.D. filed to register additional securities or additional classes of securities pursuant to Rule 413(b) under the Securities Act, check the following box. ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act (Check one):
Large accelerated filer | x | Accelerated filer | ¨ | |||
Non-accelerated filer | ¨ (Do not check if a smaller reporting company) | Smaller reporting company | ¨ |
*TABLE OF SUBSIDIARY GUARANTOR REGISTRANTS
Name, Address and Telephone Number(1) | State or Other | I.R.S Employer Identification Number | ||||
Airport Holdings, LLC | New Jersey | 75-3040465 | ||||
Byfield Drug, Inc. | Massachusetts | 01-0705518 | ||||
Care Continuum, Inc. | Kentucky | 61-1162797 | ||||
CFI of New Jersey, Inc. | New Jersey | 22-3114423 | ||||
Chesapeake Infusion, Inc. | Florida | 22-3835126 | ||||
ConnectYourCare Company, LLC | Delaware | 20-2996995 | ||||
ConnectYourCare, LLC | Maryland | 26-1274092 | ||||
CuraScript, Inc. | Delaware | 36-4369972 | ||||
CuraScript PBM Services, Inc. | Delaware | 36-4374570 | ||||
Diversified Pharmaceutical Services, Inc. | Minnesota | 41-1627938 | ||||
ESI Acquisition, Inc. | New York | 16-1279199 | ||||
ESI Claims, Inc. | Delaware | 43-1869691 | ||||
ESI Enterprises, LLC | Delaware | 56-2356810 | ||||
ESI-GP Holdings, Inc. | Delaware | 43-1925556 | ||||
ESI Mail Order Processing, Inc. | Delaware | 74-2974964 | ||||
ESI Mail Pharmacy Service, Inc. | Delaware | 43-1867735 | ||||
ESI Partnership | Delaware | 43-1925562 | ||||
ESI Realty, LLC | New Jersey | 75-3040456 | ||||
ESI Resources, Inc. | Minnesota | 41-2006555 | ||||
Express Scripts Canada Holding, Co. | Delaware | 43-1942542 | ||||
Express Scripts Canada Holding, LLC | Delaware | 27-1490640 | ||||
Express Scripts MSA, LLC | Florida | 20-0551334 | ||||
Express Scripts Pharmaceutical Procurement, LLC | Delaware | 20-5826948 | ||||
Express Scripts Services Company | Delaware | 43-1832983 | ||||
Express Scripts Senior Care, Inc. | Delaware | 20-3126075 | ||||
Express Scripts Senior Care Holdings, Inc. | Delaware | 20-3126104 | ||||
Express Scripts Specialty Distribution Services, Inc. | Delaware | 43-1869712 | ||||
Express Scripts Utilization Management Co. | Delaware | 43-1869714 | ||||
Express Scripts WC, Inc. | Florida | 59-2997634 | ||||
Freco, Inc. | Florida | 02-0523249 | ||||
Freedom Service Company, LLC | Florida | 20-3229217 | ||||
Healthbridge, Inc. | Delaware | 26-2159005 | ||||
Healthbridge Reimbursement and Product Support, Inc. | Massachusetts | 04-2992335 | ||||
iBiologic, Inc. | Delaware | 20-0325621 | ||||
IVTx, Inc. | Delaware | 43-1794690 | ||||
Lynnfield Compounding Center, Inc. | Florida | 58-2593075 | ||||
Lynnfield Drug, Inc. | Florida | 04-354-6044 | ||||
Matrix GPO LLC | Indiana | 51-0500147 | ||||
Mooresville On-Site Pharmacy, LLC | Delaware | 26-1102625 | ||||
National Prescription Administrators, Inc. | New Jersey | 22-2230703 | ||||
Priorityhealthcare.com, Inc. | Florida | 59-3573515 | ||||
Priority Healthcare Corporation | Indiana | 35-1927379 | ||||
Priority Healthcare Corporation West | Nevada | 88-0445494 | ||||
Priority Healthcare Distribution, Inc. | Florida | 59-3761140 | ||||
Priority Healthcare Pharmacy, Inc. | Florida | 59-3099905 | ||||
Sinuspharmacy, Inc. | Florida | 56-2394216 | ||||
Specialty Infusion Pharmacy, Inc. | Florida | 74-3105470 | ||||
Spectracare, Inc. | Kentucky | 61-1147068 | ||||
Spectracare Health Care Ventures, Inc. | Kentucky | 61-1317695 | ||||
Spectracare of Indiana | Indiana | 35-1807559 | ||||
Spectracare Infusion Pharmacy, Inc. | Kentucky | 61-1147067 | ||||
Value Health, Inc. | Delaware | 06-1194838 | ||||
YourPharmacy.com, Inc. | Delaware | 43-1842584 |
(1) | The address of the principal executive office for each of these additional registrants is One Express Way, St. Louis, Missouri 63121. Their telephone number is (314) 996-0900. |
Explanatory Note
On April 2, 2012, pursuant to an Agreement and Plan of Merger, dated as of July 20, 2011, as amended on November 7, 2011 (the “Merger Agreement”), by and among Express Scripts, Inc. (the “Company”), Medco Health Solutions, Inc., Express Scripts Holding Company (formerly known as Aristotle Holding, Inc.), Aristotle Merger Sub, Inc. and Plato Merger Sub, Inc., Aristotle Merger Sub, Inc. merged with and into the Company (the “Merger”), with the Company surviving as a wholly-owned subsidiary of Express Scripts Holding Company. In connection with the Merger, the registrants have terminated all offerings of their securities pursuant to the Registration Statement on Form S-3 (File No. 333-159654), as amended (the “Registration Statement”).
This Post-Effective Amendment No. 2 to the Registration Statement is being filed solely for the purpose of deregistering any and all securities registered under the Registration Statement that remain unsold.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 2 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the County of St. Louis, State of Missouri, on the 11th day of April, 2012.
EXPRESS SCRIPTS, INC. | ||
By: | /s/ Jeffrey Hall | |
Name: | Jeffrey Hall | |
Title: | President and Chief Accounting Officer |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 2 to the Registration Statement has been signed by the following persons in the capacities and on the dated indicated.
Name | Title | Date | ||
/s/ Jeffrey Hall Jeffrey Hall | President and Chief Accounting Officer (Principal Executive, Financial and Accounting Officer) | April 11, 2012 | ||
/s/ Keith J. Ebling Keith J. Ebling | Director | April 11, 2012 |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 2 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the County of St. Louis, State of Missouri, on the 11th day of April, 2012.
AIRPORT HOLDINGS, LLC | ||
ESI REALTY, LLC | ||
By: | Express Scripts, Inc., as sole Member | |
By: | /s/ Jeffrey Hall | |
Name: | Jeffrey Hall | |
Title: | President and Chief Accounting Officer |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 2 to the Registration Statement has been signed by the following persons in the capacities and on the dated indicated.
Name | Title | Date | ||
/s/ Jeffrey Hall Jeffrey Hall | President and Chief Accounting Officer of Express Scripts, Inc. (Principal Executive, Financial and Accounting Officer) | April 11, 2012 | ||
/s/ Keith J. Ebling Keith J. Ebling | Director of Express Scripts, Inc. | April 11, 2012 |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 2 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the County of St. Louis, State of Missouri, on the 11th day of April, 2012.
BYFIELD DRUG, INC. | ||
CARE CONTINUUM, INC. | ||
CFI OF NEW JERSEY, INC. | ||
CHESAPEAKE INFUSION, INC. | ||
CURASCRIPT PBM SERVICES, INC. | ||
DIVERSIFIED PHARMACEUTICAL SERVICES, INC. | ||
ESI ACQUISITION, INC. | ||
ESI CLAIMS, INC. | ||
ESI MAIL ORDER PROCESSING, INC. | ||
EXPRESS SCRIPTS SERVICES COMPANY | ||
FRECO, INC. | ||
HEALTHBRIDGE, INC. | ||
HEALTHBRIDGE REIMBURSEMENT AND PRODUCT SUPPORT, INC. iBIOLOGIC, INC. | ||
IVTX, INC. | ||
LYNNFIELD COMPOUNDING CENTER, INC. | ||
LYNNFIELD DRUG, INC. | ||
NATIONAL PRESCRIPTION ADMINISTRATORS, INC. | ||
PRIORITY HEALTHCARE CORPORATION | ||
PRIORITY HEALTHCARE CORPORATION WEST | ||
PRIORITY HEALTHCARE DISTRIBUTION, INC. | ||
PRIORITYHEALTHCARE.COM, INC. | ||
PRIORITY HEALTHCARE PHARMACY, INC. | ||
SINUSPHARMACY, INC. | ||
SPECIALTY INFUSION PHARMACY, INC. | ||
SPECTRACARE, INC. | ||
SPECTRACARE HEALTH CARE VENTURES, INC. | ||
SPECTRACARE INFUSION PHARMACY, INC. | ||
VALUE HEALTH, INC. | ||
YOURPHARMACY.COM, INC. | ||
By: | /s/ Keith J. Ebling | |
Name: | Keith J. Ebling | |
Title: | Vice President |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 2 to the Registration Statement has been signed by the following persons in the capacities and on the dated indicated.
Name | Title | Date | ||
/s/ Jeffrey Hall Jeffrey Hall | President and Treasurer (Principal Executive, Financial and Accounting Officer) | April 11, 2012 | ||
/s/ Keith J. Ebling Keith J. Ebling | Director | April 11, 2012 |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 2 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the County of St. Louis, State of Missouri, on the 11th day of April, 2012.
CONNECTYOURCARE COMPANY LLC | ||
CONNECTYOURCARE, LLC | ||
By: | /s/ Keith J. Ebling | |
Name: | Keith J. Ebling | |
Title: | Vice President |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 2 to the Registration Statement has been signed by the following persons in the capacities and on the dated indicated.
Name | Title | Date | ||
/s/ Keith J. Ebling Keith J. Ebling | Vice President (Principal Executive Officer) | April 11, 2012 | ||
/s/ Jeffrey Hall Jeffrey Hall | Treasurer (Principal Financial and Accounting Officer) | April 11, 2012 | ||
/s/ Patrick McNamee Patrick McNamee | Director | April 11, 2012 |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 2 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the County of St. Louis, State of Missouri, on the 11th day of April, 2012.
CURASCRIPT, INC. | ||
ESI MAIL PHARMACY SERVICE, INC. | ||
EXPRESS SCRIPTS SPECIALTY DISTRIBUTION SERVICES, INC. | ||
By: | /s/ Patrick McNamee | |
Name: | Patrick McNamee | |
Title: | President |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 2 to the Registration Statement has been signed by the following persons in the capacities and on the dated indicated.
Name | Title | Date | ||
/s/ Patrick McNamee Patrick McNamee | President (Principal Executive Officer) | April 11, 2012 | ||
/s/ Kelley Elliott Kelley Elliott | Treasurer (Principal Financial and Accounting Officer) | April 11, 2012 | ||
/s/ Patrick McNamee Patrick McNamee | Director | April 11, 2012 |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 2 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the County of St. Louis, State of Missouri, on the 11th day of April, 2012.
MOORESVILLE ON-SITE PHARMACY, LLC | ||
By: | /s/ Patrick McNamee | |
Name: | Patrick McNamee | |
Title: | President |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 2 to the Registration Statement has been signed by the following persons in the capacities and on the dated indicated.
Name | Title | Date | ||
/s/ Patrick McNamee Patrick McNamee | President (Principal Executive Officer) | April 11, 2012 | ||
/s/ Kelley Elliott Kelley Elliott | Treasurer (Principal Financial and Accounting Officer) | April 11, 2012 | ||
/s/ Patrick McNamee Patrick McNamee | Manager | April 11, 2012 |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 2 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the County of St. Louis, State of Missouri, on the 11th day of April, 2012.
ESI ENTERPRISES, LLC EXPRESS SCRIPTS CANADA HOLDING, LLC EXPRESS SCRIPTS PHARMACEUTICAL PROCUREMENT, LLC FREEDOM SERVICE COMPANY, LLC MATRIX GPO LLC | ||
By: | /s/ Jeffrey Hall | |
Name: | Jeffrey Hall | |
Title: | President and Treasurer |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 2 to the Registration Statement has been signed by the following persons in the capacities and on the dated indicated.
Name | Title | Date | ||
/s/ Jeffrey Hall Jeffrey Hall | President and Treasurer (Principal Executive, Financial and Accounting Officer) | April 11, 2012 | ||
/s/ Keith J. Ebling Keith J. Ebling | Manager | April 11, 2012 |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 2 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the County of St. Louis, State of Missouri, on the 11th day of April, 2012.
ESI-GP HOLDINGS, INC. | ||
ESI RESOURCES, INC. | ||
By: | /s/ Tom Rocheford | |
Name: | Tom Rocheford | |
Title: | President |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 2 to the Registration Statement has been signed by the following persons in the capacities and on the dated indicated.
Name | Title | Date | ||
/s/ Tom Rocheford Tom Rocheford | President (Principal Executive Officer) | April 11, 2012 | ||
/s/ Matt Dietrich Matt Dietrich | Vice President and Treasurer (Principal Financial and Accounting Officer) | April 11, 2012 | ||
/s/ Matt Dietrich Matt Dietrich | Director | April 11, 2012 | ||
/s/ Tom Rocheford Tom Rocheford | Director | April 11, 2012 | ||
/s/ Marcus Magnuson Marcus Magnuson | Director | April 11, 2012 |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 2 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the County of St. Louis, State of Missouri, on the 11th day of April, 2012.
ESI PARTNERSHIP | ||
By: | Express Scripts, Inc., as Partner | |
By: | /s/ Jeffrey Hall | |
Name: | Jeffrey Hall | |
Title: | President and Chief Accounting Officer | |
ESI PARTNERSHIP | ||
By: | ESI-GP Holdings, Inc., as Partner | |
By: | /s/ Tom Rocheford | |
Name: | Tom Rocheford | |
Title: | President |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 2 to the Registration Statement has been signed by the following persons in the capacities and on the dated indicated.
Name | Title | Date | ||
/s/ Jeffrey Hall Jeffrey Hall | President and Chief Accounting Officer of Express Scripts, Inc. (Principal Executive, Financial and Accounting Officer) | April 11, 2012 | ||
/s/ Jeffrey Hall Jeffrey Hall | Director of Express Scripts, Inc. | April 11, 2012 | ||
/s/ Tom Rocheford Tom Rocheford | President of ESI-GP Holdings, Inc. (Principal Executive Officer) | April 11, 2012 | ||
/s/ Matt Dietrich Matt Dietrich | Vice President and Treasurer of ESI-GP Holdings, Inc. (Principal Financial and Accounting Officer) | April 11, 2012 | ||
/s/ Tom Rocheford Tom Rocheford | Director of ESI-GP Holdings, Inc. | April 11, 2012 | ||
/s/ Matt Dietrich Matt Dietrich | Director of ESI-GP Holdings, Inc. | April 11, 2012 | ||
/s/ Marcus Magnuson Marcus Magnuson | Director of ESI-GP Holdings, Inc. | April 11, 2012 |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 2 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the County of St. Louis, State of Missouri, on the 11th day of April, 2012.
SPECTRACARE OF INDIANA | ||
By: | Spectracare, Inc., as Partner | |
By: | /s/ Keith J. Ebling | |
Name: | Keith J. Ebling | |
Title: | Vice President | |
SPECTRACARE OF INDIANA | ||
By: | Care Continuum, Inc., as Partner | |
By: | /s/ Keith J. Ebling | |
Name: | Keith J. Ebling | |
Title: | Vice President |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 2 to the Registration Statement has been signed by the following persons in the capacities and on the dated indicated.
Name | Title | Date | ||
/s/ Jeffrey Hall Jeffrey Hall | President and Treasurer of Spectracare, Inc. (Principal Executive, Financial and Accounting Officer) | April 11, 2012 | ||
/s/ Keith J. Ebling Keith J. Ebling | Director of Spectracare, Inc. | April 11, 2012 | ||
/s/ Jeffrey Hall Jeffrey Hall | President and Treasurer of Care Continuum, Inc. (Principal Executive, Financial and Accounting Officer) | April 11, 2012 | ||
/s/ Keith J. Ebling Keith J. Ebling | Director of Care Continuum, Inc. | April 11, 2012 |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 2 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the County of St. Louis, State of Missouri, on the 11th day of April, 2012.
EXPRESS SCRIPTS CANADA HOLDING CO. | ||
By: | /s/ Keith J. Ebling | |
Name: | Keith J. Ebling | |
Title: | Vice President |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 2 to the Registration Statement has been signed by the following persons in the capacities and on the dated indicated.
Name | Title | Date | ||
/s/ Keith J. Ebling Keith J. Ebling | Vice President (Principal Executive, Financial and Accounting Officer) | April 11, 2012 | ||
/s/ Jeffrey Hall Jeffrey Hall | Director | April 11, 2012 |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 2 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the County of St. Louis, State of Missouri, on the 11th day of April, 2012.
EXPRESS SCRIPTS CANADA HOLDING, LLC | ||
By: | /s/ Jeffrey Hall | |
Name: | Jeffrey Hall | |
Title: | Chairman and Treasurer |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 2 to the Registration Statement has been signed by the following persons in the capacities and on the dated indicated.
Name | Title | Date | ||
/s/ Jeffrey Hall Jeffrey Hall | Chairman and Treasurer (Principal Executive, Financial and Accounting Officer) | April 11, 2012 | ||
/s/ Keith J. Ebling Keith J. Ebling | Manager | April 11, 2012 |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 2 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the County of St. Louis, State of Missouri, on the 11th day of April, 2012.
EXPRESS SCRIPTS MSA, LLC | ||
By: | /s/ Edward Ignaczak | |
Name: | Edward Ignaczak | |
Title: | President |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 2 to the Registration Statement has been signed by the following persons in the capacities and on the dated indicated.
Name | Title | Date | ||
/s/ Edward Ignaczak Edward Ignaczak | President (Principal Executive Officer) | April 11, 2012 | ||
/s/ Matthew Harper Matthew Harper | Vice President and Treasurer (Principal Financial and Accounting Officer) | April 11, 2012 | ||
/s/ Edward Ignaczak Edward Ignaczak | Manager | April 11, 2012 |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 2 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the County of St. Louis, State of Missouri, on the 11th day of April, 2012.
EXPRESS SCRIPTS WC, INC. | ||
By: | /s/ Edward Ignaczak | |
Name: | Edward Ignaczak | |
Title: | President |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 2 to the Registration Statement has been signed by the following persons in the capacities and on the dated indicated.
Name | Title | Date | ||
/s/ Edward Ignaczak Edward Ignaczak | President (Principal Executive Officer) | April 11, 2012 | ||
/s/ Matthew Harper Matthew Harper | Vice President and Treasurer (Principal Financial and Accounting Officer) | April 11, 2012 | ||
/s/ Edward Ignaczak Edward Ignaczak | Director | April 11, 2012 |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 2 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the County of St. Louis, State of Missouri, on the 11th day of April, 2012.
EXPRESS SCRIPTS SENIOR CARE, INC. EXPRESS SCRIPTS SENIOR CARE HOLDINGS, INC. | ||
By: | /s/ George Paz | |
Name: | George Paz | |
Title: | President |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 2 to the Registration Statement has been signed by the following persons in the capacities and on the dated indicated.
Name | Title | Date | ||
/s/ George Paz George Paz | President (Principal Executive Officer) | April 11, 2012 | ||
/s/ Kelley Elliott Kelley Elliott | Treasurer and Assistant Secretary (Principal Financial and Accounting Officer) | April 11, 2012 | ||
/s/ George Paz George Paz | Director | April 11, 2012 |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, the registrant certifies that it has reasonable grounds to believe that it meets all the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 2 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the County of St. Louis, State of Missouri, on the 11th day of April, 2012.
EXPRESS SCRIPTS UTILIZATION MANAGEMENT CO. | ||
By: | /s/ Patrick McNamee | |
Name: | Patrick McNamee | |
Title: | President |
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No. 2 to the Registration Statement has been signed by the following persons in the capacities and on the dated indicated.
Name | Title | Date | ||
/s/ Patrick McNamee Patrick McNamee | President (Principal Executive Officer) | April 11, 2012 | ||
/s/ Kelley Elliott Kelley Elliott | Treasurer (Principal Financial and Accounting Officer) | April 11, 2012 | ||
/s/ George Paz George Paz | Director | April 11, 2012 |