Molina Healthcare Announces Proposed Offering of $750 Million of Senior Notes Due 2032
November 01 2021 - 8:50AM
Business Wire
Molina Healthcare, Inc. (NYSE: MOH) (the “Company”) today
announced that it intends to privately offer, subject to market and
other conditions, $750 million aggregate principal amount of senior
notes due 2032 (the “Notes”). The Company will make the offering
pursuant to an exemption under the Securities Act of 1933, as
amended (the “Securities Act”). The initial purchasers will offer
the Notes only to persons reasonably believed to be “qualified
institutional buyers” pursuant to Rule 144A under the Securities
Act and to certain persons outside the United States in reliance on
Regulation S under the Securities Act (“Regulation S”).
The Notes will not be guaranteed by any of the Company’s
subsidiaries at the time of issuance. The interest rate, offering
price and other terms of the Notes will be determined by
negotiations between the Company and the representative of the
initial purchasers. The issuance of the Notes will be subject to
customary closing conditions.
The Company intends to use approximately $725 million of the net
proceeds from this offering to redeem the entire $700 million
outstanding principal amount of its 5.375% senior notes due 2022.
The Company intends to use the remaining net proceeds of this
offering for general corporate purposes, which may include
repayment of indebtedness, share repurchases, funding for
acquisitions, capital expenditures, additions to working capital
and capital contributions to the Company’s health plan subsidiaries
to meet statutory requirements in new or existing states.
The Notes have not been registered under the Securities Act or
any state securities laws and may not be offered or sold within the
United States or to, or for the benefit of, a U.S. person (as
defined in Regulation S) except in transactions exempt from, or not
subject to, the registration requirements of the Securities
Act.
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
healthcare services under the Medicaid and Medicare programs and
through the state insurance marketplaces. Through its locally
operated health plans, Molina Healthcare served approximately 4.8
million members as of September 30, 2021. For more information
about Molina Healthcare, please visit molinahealthcare.com.
Safe Harbor Statement under the Private Securities Litigation
Reform Act of 1995
This press release contains “forward-looking statements,”
including statements related to the Company’s offering of the Notes
and the 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 will be able
to satisfy the conditions required to close any sale of the Notes.
Additional information regarding the risk factors to which the
Company is subject is provided in greater detail in its periodic
reports and filings with the Securities and Exchange Commission,
including its annual report on Form 10-K for the year ended
December 31, 2020 and in its quarterly reports on Form 10-Q for the
quarters ended March 31, 2021, June 30, 2021 and September 30,
2021. These reports can be accessed under the investor relations
tab of the Company’s website at molinahealthcare.com or on the
SEC’s website at sec.gov. Given these risks and uncertainties, the
Company can give no assurances that its forward-looking statements
will prove to be accurate, or that any other results or events
projected or contemplated by its forward-looking statements will in
fact occur, and it cautions investors not to place undue reliance
on these statements. All forward-looking statements in this release
represent the Company’s judgment as of the date hereof, and, except
as otherwise required by law, the Company disclaims any obligation
to update any forward-looking statements to conform the statement
to actual results or changes in its expectations.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20211101005583/en/
Investor Contact: Joseph Krocheski,
Joseph.Krocheski@molinahealthcare.com, 562-951-8382
Media Contact: Caroline Zubieta,
Caroline.Zubieta@molinahealthcare.com, 562-951-1588
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