Molina Healthcare Enters Material Definitive Agreement
Ticker: MOH · Form: 8-K · Filed: Nov 18, 2024 · CIK: 1179929
| Field | Detail |
|---|---|
| Company | Molina Healthcare, Inc. (MOH) |
| Form Type | 8-K |
| Filed Date | Nov 18, 2024 |
| Risk Level | medium |
| Pages | 5 |
| Reading Time | 5 min |
| Key Dollar Amounts | $0.001, $750.0 million |
| Sentiment | neutral |
Sentiment: neutral
Topics: material-agreement, financial-obligation
TL;DR
Molina Healthcare just signed a big deal, filing an 8-K about it.
AI Summary
On November 18, 2024, Molina Healthcare, Inc. entered into a material definitive agreement related to a direct financial obligation. The filing details this agreement and other events, including financial statements and exhibits, as part of its current report.
Why It Matters
This filing indicates a significant new financial commitment or obligation for Molina Healthcare, which could impact its financial structure and future operations.
Risk Assessment
Risk Level: medium — Material definitive agreements and new financial obligations can introduce financial risks and operational changes that warrant investor attention.
Key Players & Entities
- MOLINA HEALTHCARE, INC. (company) — Registrant
- November 18, 2024 (date) — Date of earliest event reported
- 001-31719 (other) — SEC File Number
- 13-4204626 (other) — IRS Employer Identification No.
- 200 Oceangate, Suite 100, Long Beach, California 90802 (address) — Principal executive offices
FAQ
What is the nature of the material definitive agreement entered into by Molina Healthcare?
The filing indicates the entry into a material definitive agreement that constitutes a direct financial obligation or an obligation under an off-balance sheet arrangement of the registrant.
When was the earliest event reported in this 8-K filing?
The earliest event reported in this 8-K filing was on November 18, 2024.
What is Molina Healthcare's SEC file number?
Molina Healthcare's SEC file number is 001-31719.
Where are Molina Healthcare's principal executive offices located?
Molina Healthcare's principal executive offices are located at 200 Oceangate, Suite 100, Long Beach, California 90802.
What is the IRS Employer Identification Number for Molina Healthcare?
The IRS Employer Identification Number for Molina Healthcare is 13-4204626.
Filing Stats: 1,371 words · 5 min read · ~5 pages · Grade level 11.2 · Accepted 2024-11-18 16:20:34
Key Financial Figures
- $0.001 — ge on which registered Common Stock , $0.001 Par Value MOH New York Stock Exchan
- $750.0 million — ny"), completed the private offering of $750.0 million aggregate principal amount of the Compa
Filing Documents
- moh20241116_8k.htm (8-K) — 37KB
- ex_749135.htm (EX-4.1) — 658KB
- ex_749136.htm (EX-99.1) — 8KB
- molinalogo.jpg (GRAPHIC) — 8KB
- 0001437749-24-035619.txt ( ) — 971KB
- moh-20241118.xsd (EX-101.SCH) — 3KB
- moh-20241118_def.xml (EX-101.DEF) — 12KB
- moh-20241118_lab.xml (EX-101.LAB) — 15KB
- moh-20241118_pre.xml (EX-101.PRE) — 12KB
- moh20241116_8k_htm.xml (XML) — 3KB
01. Entry into a Material Definitive Agreement
Item 1.01. Entry into a Material Definitive Agreement. 6.250% Senior Notes due 2033 On November 18, 2024 (the "Settlement Date"), Molina Healthcare, Inc., a Delaware corporation (the "Company"), completed the private offering of $750.0 million aggregate principal amount of the Company's 6.250% Senior Notes due 2033 (the "Notes") pursuant to an indenture, dated as of the Settlement Date, by and between the Company and U.S. Bank Trust Company, National Association, as trustee, attached as Exhibit 4.1 to this Current Report on Form 8-K (the "Indenture"). The following is a brief description of the terms of the Notes and the Indenture. Interest and Maturity The Notes bear interest at the rate of 6.250% per year. Interest on the Notes is payable semi-annually in arrears on January 15 and July 15 of each year, commencing July 15, 2025. Interest accrues from the Settlement Date. The Notes will mature on January 15, 2033. Ranking The Notes are senior unsecured obligations of the Company and rank pari passu in right of payment with all existing and future senior debt and senior to all existing and future subordinated debt of the Company. The Notes are effectively subordinated to all existing and future secured debt of the Company to the extent of the value of the assets securing such debt. In addition, the Notes are structurally subordinated to all indebtedness and other liabilities, including trade payables, of the Company's subsidiaries. Future Guarantors Each of the Company's existing and future domestic unregulated subsidiaries that guarantees any of the Company's indebtedness under its credit agreement in the future will be required to guarantee the Notes on a pari passu basis. The Notes will not initially be guaranteed by any of the Company's subsidiaries. Optional Redemption The Notes are redeemable on and after January 15, 2028 at the redemption prices specified in the Indenture plus accrued and unpaid interest, if any, to, but not including, the red
01. Other Events
Item 8.01. Other Events. On the Settlement Date, the Company issued a press release announcing the closing of the offering of the Notes. The full text of the press release is attached as Exhibit 99.1.
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. (d) Exhibits: Exhibit No. Description 4.1 Indenture, dated as of November 18, 2024, by and between Molina Healthcare, Inc. and U.S. Bank Company Trust Company, National Association, as Trustee 4.2 Form of Note (included in Exhibit 4.1) 99.1 Press release of Molina Healthcare, Inc. issued November 18, 2024 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. MOLINA HEALTHCARE, INC. Date: November 18, 2024 By: /s/ Jeff D. Barlow Jeff D. Barlow, Chief Legal Officer and Secretary