Delaware
|
1-31719
|
13-4204626
|
||
(State
of incorporation)
|
(Commission
File Number)
|
(I.R.S.
Employer Identification Number)
|
o
|
Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
|
|
o
|
Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
|
|
o
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
|
|
o
|
Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
|
Item
2.02.
|
Results
of Operations and Financial
Condition.
|
Item
9.01.
|
Financial
Statements and Exhibits.
|
(d)
|
Exhibits:
|
Exhibit
|
|
No.
|
Description
|
99.1
|
Press
release of Molina Healthcare, Inc. issued April 29, 2008, as to financial
results for the first quarter ended March 31,
2008.
|
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:
April 29, 2008
|
By: /s/
Mark L. Andrews
|
|
Mark
L. Andrews
Chief
Legal Officer, General Counsel,
and
Corporate Secretary
|
Exhibit
|
|
No.
|
Description
|
99.1
|
Press
release of Molina Healthcare, Inc. issued April 29, 2008, as to financial
results for the first quarter ended March 31,
2008.
|
|
·
|
Diluted
earnings of $0.46 per share, up 35% over the first quarter of
2007.
|
|
·
|
Quarterly
revenues of $737.0 million, up 31%.
|
|
·
|
Aggregate
membership increased to 1.2 million members, up 10% over the first quarter
of 2007 and up 3% sequentially.
|
|
·
|
$30
million share repurchase program
announced.
|
|
·
|
Declining
interest rates, which the Company expects will reduce its previously
anticipated 2008 earnings per share by approximately $0.16. The
Company’s revised guidance assumes that the Federal Reserve will implement
two rate cuts of one quarter percent each on April 30, 2008 and June 30,
2008. The revised guidance assumes that the Company’s return on
invested cash for all of 2008 will be approximately 3.1% rather than the
4.0% included in the original 2008
guidance.
|
|
·
|
The
expected July 1st
reduction to the California health plan’s premium rates, which the Company
expects will reduce its previously anticipated 2008 earnings per share by
approximately $0.10.
|
|
·
|
Higher
than anticipated state taxes in Michigan, which the Company expects will
reduce its previously anticipated 2008 earnings per share by approximately
$0.08.
|
|
·
|
The
addition of approximately 35,000 CFC (TANF) members to the Ohio health
plan effective April 2008, which the Company expects will increase its
previously anticipated 2008 earnings per share by approximately
$0.10.
|
|
·
|
A
$30 million share repurchase program, which, if completed, the Company
expects will increase its previously anticipated 2008 earnings per share
by between $0.02 and $0.04.
|
|
·
|
Net
improvements in other operations, which the Company expects will increase
its previously anticipated 2008 earnings per share by approximately
$0.11.
|
|
·
|
Interest
rates and investment income levels.
|
|
·
|
Potential
premium rate decreases in California and the Company’s ability to mitigate
the financial impact of such
decreases.
|
|
·
|
The
final rates and terms under the Company’s new Salud! contract with the
state of New Mexico commencing on July 1, 2008, which has been awarded
pursuant to the New Mexico health plan's successful responsive bid to that
state's RFP.
|
|
·
|
The
development of medical costs at the Company’s newly acquired Missouri
health plan.
|
|
·
|
The
success of the Company’s efforts to mitigate the impact of the higher than
anticipated state taxes in Michigan, as noted
above.
|
|
·
|
A
$52.0 million increase as a result of the acquisition of Mercy CarePlus in
Missouri on November 1, 2007.
|
|
·
|
A
$49.7 million increase at the Ohio health plan due to higher enrollment,
particularly among the aged, blind or disabled (ABD)
population.
|
|
·
|
A
$31.5 million increase at the New Mexico health plan due to higher
enrollment, higher premium rates, and a $6.8 million increase to revenue
associated with a minimum medical care ratio contract
provision.
|
|
·
|
A
$13.2 million increase at the Washington health plan due to higher premium
rates and slightly higher
membership.
|
|
·
|
The
medical care ratio of the California health plan increased as a result of
an increase in PMPM medical costs of approximately 15%, chiefly in
pharmacy and hospital and specialty fee-for-service costs. The
California medical care ratio rose to 88.2% in the first quarter of 2008
from 82.1% in the first quarter of 2007. Preliminary data
indicates that increased respiratory illnesses in the first quarter of
2008 impacted the Company’s California and Missouri health plans more
severely than our other health
plans.
|
|
·
|
The
medical care ratio of the Michigan health plan decreased 200 basis points
to 82.5% in the first quarter of 2008, from 84.5% in the first quarter of
2007. This improvement was due primarily to lower hospital
fee-for-service costs.
|
|
·
|
The
medical care ratio of the Missouri health plan was 89.7% for the
quarter. As noted above, preliminary data indicates that
increased respiratory illnesses in the first quarter of 2008 impacted the
Company’s California and Missouri health plans more severely than our
other health plans. Additionally, medical costs increased in
the first quarter of 2008 due to an increase in the number of premature
infants among the plan’s
membership.
|
|
·
|
The
medical care ratio of the New Mexico health plan decreased 500 basis
points to 81.1% in the first quarter of 2008, from 86.1% in the first
quarter of 2007. This improvement was due to higher premium
rates and included a $6.8 million increase in revenue associated with a
minimum medical care ratio contract provision, which combined to offset
higher medical costs. Absent the adjustments made to premium
revenue in the first quarter of 2008 and 2007, the medical care ratio in
New Mexico would have been 87.8% in the first quarter of 2008 and 79.8% in
the first quarter of 2007.
|
|
·
|
The
medical care ratios of the Ohio health plan, by line of business, were as
follows:
|
Three
Months Ended
|
||||||||||||
March
31, 2008
|
Dec.
31, 2007
|
March
31, 2007
|
||||||||||
Covered
Families and Children (CFC)
|
88.9 | % | 86.3 | % | 92.4 | % | ||||||
Aged,
Blind or Disabled (ABD)
|
92.7 | 97.0 | n/a | |||||||||
Aggregate
|
90.3 | % | 90.3 | % | 92.4 | % |
|
·
|
The
medical care ratio of the Texas health plan decreased primarily due to
very low medical costs for the Star Plus membership. During the
first quarter of 2008, the Texas health plan reduced revenue by $4.5
million to record amounts due back to the state under a profit-sharing
agreement.
|
|
·
|
The
medical care ratio of the Utah health plan decreased 370 basis points to
88.3% in the first quarter of 2008, from 92.0% in the first quarter of
2007. This decrease was the result of improved medical care
ratios in the Utah health plan’s SCHIP and Medicare lines of
business. The Utah health plan serves the majority of its
Medicaid membership under a cost-plus contract with the state of
Utah. The Utah health plan’s SCHIP and Medicare lines of
business are at risk.
|
|
·
|
The
medical care ratio reported at the Washington health plan increased to
82.5% in the first quarter of 2008 from 81.0% in the first quarter of
2007. Fee-for-service hospital and specialist costs as a
percentage of premium revenue were higher in the first quarter of 2008
than in the first quarter of 2007. Higher fee-for-service
hospital costs were driven by increases to the Medicaid in-patient fee
schedule that took effect on August 1,
2007.
|
Three
Months Ended March 31,
|
||||||||||||||||
(in
thousands)
|
2008
|
2007
|
||||||||||||||
Amount
|
%
of Total
Revenue
|
Amount
|
%
of Total
Revenue
|
|||||||||||||
Medicare-related
administrative costs
|
$ | 5,292 | 0.7 | % | $ | 1,636 | 0.3 | % | ||||||||
Non
Medicare-related administrative costs:
|
||||||||||||||||
Administrative
payroll, including employee incentive compensation
|
47,126 | 6.4 | 38,093 | 6.8 | ||||||||||||
All
other administrative expense
|
5,322 | 0.7 | 4,558 | 0.8 | ||||||||||||
Core
G&A expenses
|
$ | 57,740 | 7.8 | % | $ | 44,287 | 7.9 | % |
Three
Months Ended
March
31,
|
||||||||
2008
|
2007
|
|||||||
Revenue:
|
||||||||
Premium
revenue
|
$ | 729,638 | $ | 556,235 | ||||
Investment
income
|
7,404 | 6,668 | ||||||
Total operating
revenue
|
737,042 | 562,903 | ||||||
Expenses:
|
||||||||
Medical
care costs
|
626,347 | 476,477 | ||||||
General
and administrative expenses
|
78,092 | 63,388 | ||||||
Depreciation
and amortization
|
8,152 | 6,443 | ||||||
Total expenses
|
712,591 | 546,308 | ||||||
Operating
income
|
24,451 | 16,595 | ||||||
Interest
expense
|
(2,272 | ) | (1,125 | ) | ||||
Income
before income taxes
|
22,179 | 15,470 | ||||||
Income
tax expense
|
9,024 | 5,878 | ||||||
Net
income
|
$ | 13,155 | $ | 9,592 | ||||
Net
income per share:
|
||||||||
Basic
|
$ | 0.46 | $ | 0.34 | ||||
Diluted
|
$ | 0.46 | $ | 0.34 | ||||
Weighted
average number of common shares and
potentially dilutive common
shares outstanding
|
28,576,000 | 28,275,000 | ||||||
Operating
Statistics:
|
||||||||
Medical
care ratio
(1)
|
85.8 | % | 85.7 | % | ||||
General
and administrative expense ratio (2),
excluding premium taxes
|
7.8 | % | 7.9 | % | ||||
Premium
taxes included in salary, general and administrative
expenses
|
2.8 | 3.4 | ||||||
Total general and
administrative expense ratio
|
10.6 | % | 11.3 | % | ||||
Depreciation
and amortization expense ratio (3)
|
1.1 | % | 1.1 | % | ||||
Effective
tax rate
|
40.7 | % | 38.0 | % |
(1)
|
Medical
care ratio represents medical care costs as a percentage of premium
revenue.
|
(2)
|
General
and administrative expense ratio represents such expenses as a percentage
of total revenue.
|
(3)
|
Depreciation
and amortization expense ratio represents such expenses as a percentage of
total revenue.
|
|
MOLINA
HEALTHCARE, INC.
|
March
31, 2008
|
Dec.
31, 2007
|
|||||||
(Unaudited)
|
||||||||
ASSETS
|
||||||||
Current
assets:
|
||||||||
Cash
and cash equivalents
|
$ | 412,153 | $ | 459,064 | ||||
Investments
|
184,129 | 242,855 | ||||||
Receivables
|
117,553 | 111,537 | ||||||
Deferred
income taxes
|
4,582 | 8,616 | ||||||
Prepaid
expenses and other current assets
|
17,905 | 12,521 | ||||||
Total current
assets
|
736,322 | 834,593 | ||||||
Property
and equipment, net
|
53,962 | 49,555 | ||||||
Goodwill
and intangible assets, net
|
204,962 | 207,223 | ||||||
Investments
|
69,485 | − | ||||||
Restricted
investments
|
29,806 | 29,019 | ||||||
Receivable
for ceded life and annuity contracts
|
28,446 | 29,240 | ||||||
Other
assets
|
22,435 | 21,675 | ||||||
Total assets
|
$ | 1,145,418 | $ | 1,171,305 | ||||
LIABILITIES
AND STOCKHOLDERS’ EQUITY
|
||||||||
Current
liabilities:
|
||||||||
Medical
claims and benefits payable
|
$ | 311,776 | $ | 311,606 | ||||
Accounts
payable and accrued liabilities
|
66,949 | 69,266 | ||||||
Deferred
revenue
|
2,042 | 40,104 | ||||||
Income
taxes payable
|
13,080 | 5,946 | ||||||
Total current
liabilities
|
393,847 | 426,922 | ||||||
Long-term
debt
|
200,000 | 200,000 | ||||||
Deferred
income taxes
|
5,419 | 10,136 | ||||||
Liability
for ceded life and annuity contracts
|
28,446 | 29,240 | ||||||
Other
long-term liabilities
|
14,892 | 14,529 | ||||||
Total
liabilities
|
642,604 | 680,827 | ||||||
Stockholders’
equity:
|
||||||||
Common
stock, $0.001 par value; 80,000,000 shares authorized; issued and
outstanding: 28,479,000 shares at March 31, 2008, and 28,444,000 shares at
December 31, 2007
|
28 | 28 | ||||||
Preferred
stock, $0.001 par value; 20,000,000 shares authorized, no shares issued
and outstanding
|
− | − | ||||||
Additional
paid-in capital
|
187,144 | 185,808 | ||||||
Accumulated
other comprehensive (loss) gain
|
(1,883 | ) | 272 | |||||
Retained
earnings
|
337,915 | 324,760 | ||||||
Treasury
stock (1,201,174 shares, at cost)
|
(20,390 | ) | (20,390 | ) | ||||
Total stockholders’
equity
|
502,814 | 490,478 | ||||||
Total liabilities and
stockholders’ equity
|
$ | 1,145,418 | $ | 1,171,305 |
Three
Months Ended
March
31,
|
||||||||
2008
|
2007
|
|||||||
Operating
activities:
|
||||||||
Net
income
|
$ | 13,155 | $ | 9,592 | ||||
Adjustments
to reconcile net income to net cash provided by operating
activities:
|
||||||||
Depreciation and
amortization
|
8,152 | 6,443 | ||||||
Amortization of capitalized
long-term debt fees
|
406 | 251 | ||||||
Deferred income
taxes
|
(231 | ) | (2,999 | ) | ||||
Stock-based
compensation
|
1,511 | 1,867 | ||||||
Changes
in operating assets and liabilities:
|
||||||||
Receivables
|
(6,016 | ) | 2,842 | |||||
Prepaid
expenses and other current assets
|
(5,384 | ) | (2,249 | ) | ||||
Medical
claims and benefits payable
|
170 | (9,860 | ) | |||||
Accounts
payable and accrued liabilities
|
(4,277 | ) | 8,452 | |||||
Deferred
revenue
|
(38,062 | ) | 17,219 | |||||
Income
taxes
|
7,134 | 4,346 | ||||||
Net
cash (used in) provided by operating activities
|
(23,442 | ) | 35,904 | |||||
Investing
activities:
|
||||||||
Purchases
of property and equipment
|
(8,177 | ) | (3,645 | ) | ||||
Purchases
of investments
|
(95,817 | ) | (12,825 | ) | ||||
Sales
and maturities of investments
|
82,353 | 11,402 | ||||||
Increase
in restricted cash
|
(787 | ) | (3,200 | ) | ||||
Increase
in other long-term liabilities
|
363 | 3,177 | ||||||
Increase
in other assets
|
(1,562 | ) | (314 | ) | ||||
Net
cash used in investing activities
|
(23,627 | ) | (5,405 | ) | ||||
Financing
activities:
|
||||||||
Repayment
of amounts borrowed under credit facility
|
− | (15,000 | ) | |||||
Tax
(expense) benefit from exercise of employee stock options recorded
as
additional paid-in
capital
|
(14 | ) | 428 | |||||
Proceeds
from exercise of stock options and employee stock
purchases
|
172 | 390 | ||||||
Net
cash provided by (used in) financing activities
|
158 | (14,182 | ) | |||||
Net
(decrease) increase in cash and cash equivalents
|
(46,911 | ) | 16,317 | |||||
Cash
and cash equivalents at beginning of period
|
459,064 | 403,650 | ||||||
Cash
and cash equivalents at end of period
|
$ | 412,153 | $ | 419,967 |
Total
Ending Membership by Health Plan:
|
March
31, 2008
|
Dec.
31, 2007
|
March
31, 2007
|
|||||||||
California
|
303,000 | 296,000 | 294,000 | |||||||||
Michigan
|
216,000 | 209,000 | 221,000 | |||||||||
Missouri
(1)
|
76,000 | 68,000 | – | |||||||||
Nevada
(2)
|
– | – | – | |||||||||
New
Mexico
|
78,000 | 73,000 | 65,000 | |||||||||
Ohio
|
140,000 | 136,000 | 127,000 | |||||||||
Texas
|
28,000 | 29,000 | 31,000 | |||||||||
Utah
|
55,000 | 55,000 | 49,000 | |||||||||
Washington
|
289,000 | 283,000 | 287,000 | |||||||||
Total
|
1,185,000 | 1,149,000 | 1,074,000 | |||||||||
Total
Ending Membership by State for the Company’s Medicare Advantage
Plans:
|
||||||||||||
California
|
1,223 | 1,115 | 623 | |||||||||
Michigan
|
1,359 | 1,090 | 183 | |||||||||
Nevada
|
525 | 520 | – | |||||||||
Texas
|
363 | – | – | |||||||||
Utah
|
2,003 | 1,860 | 1,533 | |||||||||
Washington
|
856 | 507 | 298 | |||||||||
Total
|
6,329 | 5,092 | 2,637 | |||||||||
Total
Ending Membership by State for the Company’s Aged, Blind or Disabled
Population:
|
||||||||||||
California
|
11,709 | 11,837 | 11,033 | |||||||||
Michigan
|
31,801 | 31,399 | 32,261 | |||||||||
New
Mexico
|
6,827 | 6,792 | 6,725 | |||||||||
Ohio
|
14,729 | 14,887 | 3,866 | |||||||||
Texas
|
16,069 | 16,018 | 17,136 | |||||||||
Utah
|
6,826 | 6,795 | 6,731 | |||||||||
Washington
|
3,005 | 2,814 | 2,670 | |||||||||
Total
|
90,966 | 90,542 | 80,422 |
(1)
|
The
Company’s Missouri health plan was acquired effective November 1,
2007.
|
(2)
|
Less
than 1,000 members.
|
Total
Member Months (1)
by Health Plan:
|
March
31,
2008
|
Dec.
31,
2007
|
March
31, 2007
|
|||||||||
California
|
908,000 | 881,000 | 886,000 | |||||||||
Michigan
|
638,000 | 630,000 | 669,000 | |||||||||
Missouri
(2)
|
223,000 | 136,000 | – | |||||||||
Nevada
|
2,000 | 1,000 | – | |||||||||
New
Mexico
|
228,000 | 214,000 | 192,000 | |||||||||
Ohio
|
413,000 | 412,000 | 340,000 | |||||||||
Texas
|
85,000 | 88,000 | 66,000 | |||||||||
Utah
|
157,000 | 155,000 | 151,000 | |||||||||
Washington
|
859,000 | 849,000 | 856,000 | |||||||||
Total
|
3,513,000 | 3,366,000 | 3,160,000 |
(1)
|
Total
member months is defined as the aggregate of each month’s ending
membership for the period.
|
(2)
|
The
Company’s Missouri health plan was acquired effective November 1,
2007.
|
Three
Months Ended March 31, 2008
|
||||||||||||||||||||||||
Premium
Revenue
|
Medical
Care Costs
|
Medical
Care Ratio
|
Premium
Tax Expense
|
|||||||||||||||||||||
Total
|
PMPM
|
Total
|
PMPM
|
|||||||||||||||||||||
California
|
$ | 101,621 | $ | 111.97 | $ | 89,654 | $ | 98.79 | 88.2 | % | $ | 2,958 | ||||||||||||
Michigan
|
124,753 | 195.42 | 102,900 | 161.19 | 82.5 | 6,939 | ||||||||||||||||||
Missouri
|
52,036 | 233.69 | 46,681 | 209.64 | 89.7 | – | ||||||||||||||||||
Nevada
|
1,944 | 1,228.10 | 1,626 | 1,027.36 | 83.7 | – | ||||||||||||||||||
New
Mexico
|
88,649 | 388.63 | 71,925 | 315.31 | 81.1 | 1,502 | ||||||||||||||||||
Ohio
|
124,605 | 301.68 | 112,538 | 272.46 | 90.3 | 5,605 | ||||||||||||||||||
Texas
|
23,432 | 274.60 | 17,830 | 208.95 | 76.1 | 476 | ||||||||||||||||||
Utah
|
37,346 | 238.51 | 32,991 | 210.69 | 88.3 | – | ||||||||||||||||||
Washington
|
175,199 | 203.84 | 144,513 | 168.14 | 82.5 | 2,845 | ||||||||||||||||||
Other
(1)
|
53 | – | 5,689 | – | – | 27 | ||||||||||||||||||
Consolidated
|
$ | 729,638 | $ | 207.71 | $ | 626,347 | $ | 178.31 | 85.8 | % | $ | 20,352 |
Three
Months Ended March 31, 2007
|
||||||||||||||||||||||||
Premium
Revenue
|
Medical
Care Costs
|
Medical
Care Ratio
|
Premium
Tax Expense
|
|||||||||||||||||||||
Total
|
PMPM
|
Total
|
PMPM
|
|||||||||||||||||||||
California
|
$ | 92,932 | $ | 104.89 | $ | 76,324 | $ | 86.14 | 82.1 | % | $ | 3,030 | ||||||||||||
Michigan
|
123,766 | 185.06 | 104,601 | 156.40 | 84.5 | 7,509 | ||||||||||||||||||
New
Mexico
|
57,193 | 297.61 | 49,219 | 256.12 | 86.1 | 2,216 | ||||||||||||||||||
Ohio
|
74,944 | 220.37 | 69,262 | 203.66 | 92.4 | 3,372 | ||||||||||||||||||
Texas
|
14,456 | 218.47 | 13,348 | 201.73 | 92.3 | 257 | ||||||||||||||||||
Utah
|
30,927 | 205.63 | 28,466 | 189.27 | 92.0 | – | ||||||||||||||||||
Washington
|
161,982 | 189.20 | 131,259 | 153.32 | 81.0 | 2,684 | ||||||||||||||||||
Other
(1)
|
35 | – | 3,998 | – | – | 33 | ||||||||||||||||||
Consolidated
|
$ | 556,235 | $ | 176.04 | $ | 476,477 | $ | 150.80 | 85.7 | % | $ | 19,101 |
(1)
|
Other
medical care costs represent medically related administrative costs at the
parent company.
|
Three
Months Ended March 31, 2008
|
Three
Months Ended March 31, 2007
|
|||||||||||||||||||||||
Amount
|
PMPM
|
%
of Total Medical Care Costs
|
Amount
|
PMPM
|
%
of Total Medical Care Costs
|
|||||||||||||||||||
Fee-for-service
|
$ | 412,009 | $ | 117.29 | 65.8 | % | $ | 307,880 | $ | 97.44 | 64.6 | % | ||||||||||||
Capitation
|
103,791 | 29.55 | 16.6 | 87,933 | 27.83 | 18.5 | ||||||||||||||||||
Pharmacy
|
86,282 | 24.56 | 13.8 | 60,579 | 19.17 | 12.7 | ||||||||||||||||||
Other
|
24,265 | 6.91 | 3.8 | 20,085 | 6.36 | 4.2 | ||||||||||||||||||
Total
|
$ | 626,347 | $ | 178.31 | 100.0 | % | $ | 476,477 | $ | 150.80 | 100.0 | % |
Three
Months Ended
March
31,
|
||||||||
2008
|
2007
|
|||||||
Balances
at beginning of period
|
$ | 311,606 | $ | 290,048 | ||||
Components
of medical care costs related to:
|
||||||||
Current year
|
668,968 | 511,279 | ||||||
Prior years
|
(42,621 | ) | (34,802 | ) | ||||
Total
medical care costs
|
626,347 | 476,477 | ||||||
Payments
for medical care costs related to:
|
||||||||
Current year
|
423,107 | 293,106 | ||||||
Prior years
|
203,070 | 193,231 | ||||||
Total
paid
|
626,177 | 486,337 | ||||||
Balances
at end of period
|
$ | 311,776 | $ | 280,188 | ||||
Benefit
from prior period as a percentage of premium revenue
|
5.8 | % | 6.3 | % | ||||
Benefit
from prior period as a percentage of balance at beginning of
period
|
13.7 | % | 12.0 | % | ||||
Benefit
from prior period as a percentage of total medical care
costs
|
6.8 | % | 7.3 | % | ||||
Number
of members at end of period
|
1,185,000 | 1,074,000 | ||||||
Number
of claims in inventory at end of period
|
185,000 | 271,000 | ||||||
Billed
charges of claims in inventory at end of period (in
thousands)
|
$ | 217,000 | $ | 263,000 | ||||
Claims
in inventory per member at end of period
|
0.16 | 0.25 |