UNITED STATES
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 (Date of earliest event reported): January 13, 2014

MOLINA HEALTHCARE, INC.
(Exact name of registrant as specified in its charter)

 
 	 	 	 	 	
Delaware	 	1-31719	 	13-4204626	
(State of
incorporation)	 	(Commission
File Number)	 	(I.R.S. Employer
Identification Number)	
200 Oceangate, Suite 100, Long Beach, California 90802
(Address of principal executive offices)
Registrant’s telephone number, including area code: (562) 435-3666

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
 	¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)	
 
 	¨	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)	
 
 	¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))	
 
 	¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))	

 

Item 7.01. Regulation FD Disclosure.
On January 13, 2014, the Company presented and webcast certain slides as part of the Company’s presentation at the 32nd Annual J. P. Morgan Healthcare Conference held in San Francisco, California. Among other matters, the Company’s presentation included a discussion of a retroactive rate reduction at its Washington health plan that is currently estimated to reduce the Company’s pre-tax income for the fourth quarter of 2013 by approximately $15 million. A copy of the Company’s complete slide presentation is furnished as Exhibit 99.1 to this report. An audio and slide replay of the live broadcast of the Company’s presentation will be available for 30 days from the date of the presentation at the Company’s website, www.molinahealthcare.com.
The information in this Form 8-K and the exhibits attached hereto shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Securities Exchange Act of 1934, except as expressly set forth by specific reference in such a filing.
Item 9.01. Financial Statements and Exhibits.
 
 	(d)	Exhibits:	

Exhibit
No.	  	Description	
 	 	
99.1	  	Slides presented at the 32nd Annual J. P. Morgan Healthcare Conference on January 13, 2014.	

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: January 14, 2014	 	 	 	By: 	 	/s/ Jeff D. Barlow	
 	 	 	 	 	 	Jeff D. Barlow	
 	 	 	 	 	 	Sr. Vice President – General Counsel, and Secretary	

EXHIBIT INDEX

Exhibit
No.	  	Description	
 	 	
99.1	  	Slides presented at the 32nd Annual J. P. Morgan Healthcare Conference on January 13, 2014.	

Molina HealthcareJ. Mario Molina, MDPresident & Chief Executive Officer32 J.P.MorganHealthcareConferenceJanuary 13-16, 2014San FranciscoExhibit 99.1nd

2©2014 Molina Healthcare, Inc.Cautionary StatementSafeHarborStatementunderthePrivateSecuritiesLitigationReformActof1995:Thisslidepresentationandouraccompanyingoralremarkscontainnumerous“forward-lookingstatements”regarding,without limitation:  our revenue, membership, and profitability growth projections; market and growthopportunities related to Medicare and Medicaid dually eligible members, to the Affordable Care Act (ACA)Medicaid expansion, and to the state insurance exchanges or marketplaces; the ACA annual health industryfee and its expected reimbursement by states, including any tax impact; rate matters in Washington; andvarious other matters.All of our forward-looking statements are subject to numerous risks, uncertainties,andother factors that could cause our actual results to differ materially. Anyone viewing or listening to thispresentation is urged to read the risk factors and cautionary statements found under Item 1A in our annualreport on Form 10-K, as well as the risk factors and cautionary statements in our quarterly reports and in ourother reports and filings with the Securities and Exchange Commission and available for viewing on itswebsiteatwww.sec.gov.Excepttotheextentotherwiserequiredbyfederalsecuritieslaws,wedonotundertake to address or update forward-looking statements in future filings or communications regardingourbusiness or operating results.

3©2014 Molina Healthcare, Inc.Health Plan Enrollment as of January 10, 201411.Reflects preliminary enrollment figures.2.January 2014 enrollment includes South Carolina acquisition.3.As of September 1, 2013, Illinois health plan began serving ABD members.4.As of January 1, 2014, South Carolina health plan began serving South Carolina Medicaid members, as a result  of the South Carolina Solutions asset acquisition.Molina HealthcareHealth Plan EnrollmentGrowthDec 2013 -Jan 201422.1 million membersWA409KCA441KUT86KNM162KTX249KFL89KSC4137KIL35KWI92KMI213KOH255K11%Growth

4©2014 Molina Healthcare, Inc.Long Term Incremental Growth Drivers1.All amounts are estimates and subject to change.2.Acquisitions denote New Mexico (Lovelace), and South Carolina (Community Health Solutions assets).3.Duals denotes revenue potential for dual eligibles in CA, MI, OH, TX, IL.4.ACA denotes revenue potential as a result of Medicaid expansion in CA, IL, MI, NM, and WA; and Marketplace in CA, FL, MI, NM, TX, UT, WA, OH, and WI.Estimated potential revenue run-rate by year-end 2015 associated with growthactivitiesCurrentHealth Plan Business& Acquisitions2015~$12.5BDuals3~$8.5B~$2BACA4Total2015~$2BRevenue1Please refer to the Company’s cautionary statements.2

5©2014 Molina Healthcare, Inc.Health Plan Footprint & Planned GrowthFully Integrated Dual EligiblePilotsLong Term CareMedicaidHealth Plan MarketsWACAUTNMTXSCFLWIMIILOH

6©2014 Molina Healthcare, Inc.Medicaid ExpansionWhere Molina States Stand on Medicaid Expansion as ofDecember 20, 20131Expanding CoverageConsideringExpansionNot Expanding Coverageat this TimeCAWAUTNMTXWIMIFLOHSCIL1.The Advisory Board Company. Beyond the pledges: Where the states stand on Medicaid.

7©2014 Molina Healthcare, Inc.Medicaid Application ActivityMarketplace Applicants Determined Eligible for Medicaidin Molina StatesOct 1, 2013 to Nov 30, 2013(1)(2)1.U.S.DepartmentofHealthandHumanServices.“HealthInsuranceMarketplace:DecemberEnrollmentReport,November13,2013.2.Does not represent Molina enrollment expectations.# MarketplaceApplicants DeterminedEligible for Medicaid182K154K

8©2014 Molina Healthcare, Inc.Welcome-Mat EffectMedicaid enrollment increased by ~16% in MA as a result of outreach effortsThe intensity of outreach and awareness efforts associated with the Affordable Care Act mayaffect the increase in Medicaid enrollment and participation among individuals previously eligiblebut who did not enroll.MA Medicaid Unadjusted Enrollment Rates120%30%40%50%60%70%80%200320042005200620072008200920102011ControlsMassachusetts1.    Health Affairs Journal.  “Medicaid ‘Welcome-Mat’ Effect of Affordable Care Act Implementation Could be Substantial”, July 2013.

9©2014 Molina Healthcare, Inc.TexasGoing Live:  1/1/15State will work with existingMedicaid ProvidersCaliforniaMolina Counties: SanDiego,Riverside, San BernardinoGoing Live: 4/1/14Medicare-Medicaid Plan (MMP) ImplementationsIllinoisMolina Counties: CentralRegionGoing Live: 2/1/14OhioMolina Counties: 13 countiesin 3 Regions (Southwest,Centraland West Central Regions)Going Live:  3/1/14South CarolinaSelected for demonstrationproject, Readiness Review NextGoing Live: 7/1/14MichiganMolina Counties: Wayne, MacombGoing Live: 10/1/14Contracts awarded to MOHState working with existingprovidersDual Eligible

10©2014 Molina Healthcare, Inc.Levels of Patient CareLong Term CareDual EligibleSeniors & Personswith DisabilitiesTemporaryAssistance toNeedy FamiliesNumber of potential enrollees

11©2014 Molina Healthcare, Inc.Duals –Model of CareIntegratedLTSS/AcuteAnd RxCare TransitionProgramsMeasuringImprovementsIndividualizedCare PlansMedicationReviews andMedicationTherapy Mgmt.InterdisciplinaryCare TeamsHealth RiskAssessmentsCareManagementDual EligiblesMost Common DiagnosesInpatient Services:Affective psychosisSepticemiaPneumoniaChronic bronchitisOutpatient Services:Essential hypertensionRespiratory and other chestDiabetes mellitusFever and fatigueJoint disorders1.KFF.org.Care involving useof rehab procedures

12©2014 Molina Healthcare, Inc.Enrollment ramp up has been slow due todelays on federal and state websites•Spanish language sites later start8 out of 10 low-income Americans still don’tunderstand the program1Molina pricing assumed higher medical costsand utilization compared to existingmembershipEnrolled individuals at Molina health plans areprimarily the uninsured and previous Medicaidrecipients that had lost their eligibilityMarketplacePlease refer to the Company’s cautionary statements.1.Thomson Reuters. “Most Uninsured Americans lack knowledge about Obamacare: survey”, January 9, 2014.

13©2014 Molina Healthcare, Inc.Preparing for Growth –Operational PrioritiesInfrastructure build precedes revenueProduct developmentPricingNetwork customizationPremium billing andcollectionMarketing/Sales/AdvertisingLTSS managementHired4Kemployeesin 2013Dedicated team forMarketplaceExpanded Medicareteam for DualsDemonstrationPremium billing &collectionsUpgraded caremanagement softwareClear Coverage™Telephony upgrade

14Status of Reimbursement –ACA Fee in Molina StatesStateFeeReimbursementTaxGrossUpCommentsCaliforniaYesUnknownHealth plan association has received email from statecommitting to reimbursement of fee.FloridaYesYesActuarial rate memorandum (Milliman) calls forreimbursement of fee and tax impact.IllinoisYesYesActuarial rate memorandum (Milliman)  calls forreimbursement of fee and tax impact.MichiganYesYesActuarial rate memorandum (Milliman) calls forreimbursement of fee and tax impact.New MexicoYesUnknownVerbal representation to HPs at rate meeting only.OhioYesUnknownActuarial rate memorandum (Mercer) calls for reimbursementof fee  -silent on tax impact.SouthCarolinaNo revenue in 2013.TexasYesUnknownVerbal representation to HPs at rate meeting only.UtahNoNoWashingtonYesYesContract specifically calls for reimbursement of fee and taximpact.WisconsinYesUnknownPer contract:  "The parties agree to amend the contract asneeded to address federal regulations and guidanceregarding application of the health insurance tax.”

15©2014 Molina Healthcare, Inc.State of Washington is seeking to recover premiumspreviously paid to the company as part of a retroactivepremium changeOne-time recovery affects revenue recorded duringJuly through December of 2013The premium recovery is estimated to reduce pre-taxincome for 4Q2013 by approximately $15MThis item was not included in guidance issued October30, 2013Washington Retroactive Rate ReductionPlease refer to the Company’s cautionary statements.

16©2014 Molina Healthcare, Inc.Tailwinds & HeadwindsMedicaid expansionTailwindsFootprint includes 4 of 5 largestMedicaid marketsUniquely positioned to capturedual eligible enrollmentDelayed state implementationsHeadwindsIndustry taxMedical cost pressure associatedwith new contracts/populations

17©2014 Molina Healthcare, Inc.Investment HighlightsAttractive sector growth prospects driven bygovernment policies and economic conditionsFocus on government-sponsored health careprogramsProven flexible health care services portfolio (risk-based, fee-based and direct delivery)Diversified geographic exposure in 16 states withsignificant presence in high growth regionsScalable administrative efficiencies stemming fromcentralized and standardized functionsSeasoned management team with strong trackrecord of delivering earnings growthOver 30 years of experiencePlease refer to the Company’s cautionary statements.

18©2014 Molina Healthcare, Inc.Breakout