SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report: August 13, 2002
Express Scripts, Inc.
--------------------------------------------------------------------------------
(Exact Name of Registrant as specified in its Charter)
Delaware 0-20199 43-1420563
--------------------------------------------------------------------------------
(State or other jurisdiction (Commission File No.) (I.R.S. Employer
of corporation) Identification No.)
13900 Riverport Drive, Maryland Heights, Missouri 63043
--------------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code: (314) 770-1666
----------------------------
--------------------------------------------------------------------------------
(Former name or former address, if changed since last report)
Item 5. Other Events
On August 6, 2002, Express Scripts received a subpoena duces tecum
issued by the Defense Criminal Investigative Service of the Office of Inspector
General of the Department of Defense. This subpoena seeks information pertaining
to the purchase of Lipitor, a cholesterol-reducing drug, from Parke-Davis,
Incorporated, Warner Lambert Company and Pfizer, Inc. for sale to the TRICARE
program, a Department of Defense health care program. Express Scripts provides
PBM services to TriWest Healthcare Alliance Corp., which has contracted with
TRICARE to provide health care services to TRICARE members in certain regions of
the United States. The Company has not had any communication with the Department
of Defense since the receipt of this subpoena, and has no further information
regarding the nature of this specific investigation. The Company will cooperate
with the investigation.
Item 9. Regulation FD Disclosure
On August 13, 2002, the attached certifications pursuant to 18 U.S.C.
Section 1350 (Section 906 of the Sarbanes-Oxley Act of 2002) were delivered to
the Securities and Exchange Commission contemporaneously with the Company's Form
10-Q for the quarter ended June 30, 2002. The certifications are attached as
Exhibit 99.1 hereto.
In addition, on August 13, 2002, the attached certifications pursuant
to SEC Order No. 4-460 (the "Order") were delivered to the Securities and
Exchange Commission. Such certifications were in the form attached as Exhibit A
to the Order. The certifications are atached as Exhibit 99.2 hereto.
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behlaf by the
undersigned hereunto duly authorized.
EXPRESS SCRIPTS, INC.
Date: August 13, 2002 By: /s/ Barrett A. Toan
-------------------------------------
Barrett A. Toan
Chairman and Chief Executive Officer
EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
99.1 Certifications pursuant to 18 U.S.C. Section 1350 (Section 906 of
the Sarbanes-Oxley Act of 2002)
99.2 Certifications pursuant to SEC Order No. 4-460