LONG BEACH, Calif.--(BUSINESS WIRE)--May 22, 2017--
Molina Healthcare, Inc. (NYSE: MOH) (the “Company”) today announced that
on May 22, 2017 it priced $330 million aggregate principal amount of its
senior notes due 2025 (the “Notes”), in a private offering to “qualified
institutional buyers” pursuant to Rule 144A under the Securities Act of
1933, as amended (the “Securities Act”), and to certain persons outside
the United States in reliance on Regulation S under the Securities Act.
The offering is expected to close on or about June 6, 2017, subject to
the satisfaction of customary closing conditions (the “Settlement Date”).
The Notes will bear interest at a rate of 4.875% per year. Interest will
be payable semi-annually in arrears on June 15 and December 15 of each
year, commencing December 15, 2017, and will accrue from the Settlement
Date. The Notes will mature on June 15, 2025.
The Company estimates that after deducting fees and expenses payable by
the Company, the net proceeds from the issuance and sale of the Notes
will be approximately $326 million (the “Net Proceeds”). No later than
ten business days after the issue date, the Net Proceeds are to be
deposited into a newly-formed segregated deposit account in the name of
the Company, and such Net Proceeds will be invested (and may be
reinvested) in cash and cash equivalents. Such Net Proceeds will be used
by the Company (i) on or prior to August 20, 2018, to (a) redeem,
repurchase, repay, tender for, or acquire or retire for value (whether
through one or more tender offers, open market repurchases, redemptions
or similar transactions) all or any portion of the Company’s 1.625%
Convertible Senior Notes due 2044 (the “1.625% Convertible Notes”) or to
satisfy the cash portion of any consideration due upon any conversion of
the 1.625% Convertible Notes pursuant to the requirements contained in
the indenture governing the 1.625% Convertible Notes, and/or (b) make
any interest payments due on all or any portion of the Notes, (ii) on or
after August 20, 2018, to repurchase all or any portion of the 1.625%
Convertible Notes that the Company is obligated to repurchase pursuant
to the requirements contained in the indenture governing the 1.625%
Convertible Notes and (iii) subsequent to August 20, 2018 (or such
earlier date in the event that there are no longer any 1.625%
Convertible Notes outstanding), in any other manner not otherwise
prohibited by the indenture governing the Notes, subject to the Company
complying with clauses (i) or (ii) prior to any such amounts being used
or applied in accordance with this clause (iii). For payments made
pursuant to the foregoing clauses (i) or, to the extent applicable,
(ii), amounts permitted to be released from the segregated account shall
include amounts necessary to pay principal, any accrued and unpaid
interest due on the date of any redemption, repurchase, repayment,
tender, acquisition or retirement for value or to satisfy the cash
portion of any consideration due upon any conversion of the 1.625%
Convertible Notes, premiums (including tender premiums) and fees and
expenses incurred in connection therewith. The funds deposited into the
above-referenced segregated deposit account will initially be classified
as non-current assets on the Company’s consolidated balance sheet.
This press release shall not constitute an offer to sell or a
solicitation of an offer to purchase the Notes and shall not constitute
an offer, solicitation or sale in any state or jurisdiction where such
offer, solicitation or sale is prohibited.
About Molina Healthcare
Molina Healthcare, Inc., a FORTUNE 500 company, provides managed health
care services under the Medicaid and Medicare programs and through the
state insurance marketplaces. Through our locally operated health plans
in 12 states and in the Commonwealth of Puerto Rico, Molina serves
approximately 4.8 million members. Dr. C. David Molina founded our
company in 1980 as a provider organization serving low-income families
in Southern California. Today, we continue his mission of providing high
quality and cost-effective health care to those who need it most.
Cautionary Statement under the Private Securities Litigation
Reform Act: This press release contains “forward-looking
statements,” including statements related to the Company’s offering of
the Notes and intended use of net proceeds of the offering, which are
subject to risks and uncertainties, including, without limitation, risks
related to whether the Company will consummate the offering of the Notes
on the expected terms, or at all, market and other general economic
conditions and whether the Company and the guarantors will be able to
satisfy the conditions required to close any sale of the Notes. A
discussion of the risk factors facing the Company can be found in its
annual report on Form 10-K for the year ended December 31, 2016, in its
quarterly report on Form 10-Q for the quarter ended March 31, 2017, in
its Form 8-K current reports, and in its other reports and filings with
the SEC. These reports can be accessed on the SEC’s website at www.sec.gov.
The Company undertakes no obligation to release any revisions to any
forward-looking statements.
View source version on businesswire.com: http://www.businesswire.com/news/home/20170522006419/en/
Source: Molina Healthcare, Inc.
Molina Healthcare, Inc.
Juan José Orellana, 562-435-3666, ext.
111143
Investor Relations