Molina Healthcare Announces Pricing of Synthetic Exchange Transaction
December 07 2017 - 8:45AM
Business Wire
Molina Healthcare, Inc. (NYSE: MOH) (the “Company”) today
announced that on December 6, 2017, it priced a synthetic exchange
transaction with a limited number of holders (the “Noteholders”) of
its 1.625% Convertible Senior Notes due 2044 (the “1.625% Notes”)
pursuant to which the Company has agreed to repurchase from the
Noteholders an aggregate of $141,275,000 principal amount of the
1.625% Notes (collectively, the “Note Repurchases”) and
simultaneously issue to the Noteholders an aggregate of 2,596,246
shares (the “Shares”) of its common stock (collectively, the “Share
Issuances” and, together with the Note Repurchases, the
“Transactions”) in privately negotiated transactions. SunTrust
Robinson Humphrey, Inc. acted as Sole Exchange Agent and Financial
Advisor to the Company for the Transactions.
On a net basis, the Company will not receive any proceeds from
the Transactions and will pay customary fees and expenses in
connection therewith. Therefore, the Transactions will not have a
material impact on the Company’s cash position.
This press release shall not constitute an offer to sell or a
solicitation of an offer to purchase the Shares 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 across the nation and in the
Commonwealth of Puerto Rico, Molina serves approximately 4.5
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 the mission of managing the delivery
of high quality and cost-effective health care to those who need it
most. For more information about Molina Healthcare, please visit
our website at molinahealthcare.com.
Cautionary Statement under the Private Securities Litigation
Reform Act: This press release contains “forward-looking
statements,” including statements related to the Note Repurchases
and Share Issuances, which are subject to risks and uncertainties,
including, without limitation, risks related to whether the Company
will consummate the Transactions on the expected terms, or at all,
and market and other general economic conditions. 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 September 30,
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.
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version on businesswire.com: http://www.businesswire.com/news/home/20171207005630/en/
Molina Healthcare, Inc.Investor Relations:Juan José Orellana,
562-435-3666, ext. 111143
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