Market Exclusive

MOLINA HEALTHCARE, INC. (NYSE:MOH) Files An 8-K Regulation FD Disclosure

MOLINA HEALTHCARE, INC. (NYSE:MOH) Files An 8-K Regulation FD DisclosureItem 7.01. Regulation FD Disclosure.

As previously reported in the Current Report on Form 8-K filed by Molina Healthcare, Inc. (the “Company”) with the Securities and Exchange Commission on August 5, 2016, the Company entered into (a) that certain Asset Purchase Agreement, dated as of August 2, 2016 (the “Aetna APA”), by and between the Company and Aetna Inc. (“Aetna”), to which the Company agreed to purchase and acquire from Aetna certain of Aetna’s Medicare Advantage assets in exchange for cash to the terms and subject to the conditions set forth in the Aetna APA (the “Aetna Acquisition”) and (b) that certain substantially identical Asset Purchase Agreement, dated as of August 2, 2016 (the “Humana APA” and, together with the Aetna APA, the “Asset Purchase Agreements” and each, an “Asset Purchase Agreement”), with Humana Inc. (“Humana” and, together with Aetna, the “Sellers” and each, a “Seller”), to which the Company agreed to purchase and acquire from Humana certain of Humana’s Medicare Advantage assets in exchange for cash to the terms and subject to the conditions set forth in the Humana APA (the “Humana Acquisition” and, together with the Aetna Acquisition, the “Acquisitions” and each, an “Acquisition”).
Section 8.01(b) of each Asset Purchase Agreement provides, in relevant part, that if the closing of the applicable Acquisition (the “Closing”) has not occurred on or before December 31, 2016 (such date, as it may be extended, the “End Date”) then the Asset Purchase Agreement may be terminated at any time thereafter by the applicable Seller or the Company; provided that the End Date may be extended to and including August 31, 2017, if such Seller notifies the Company on or before December 31, 2016 of its election to extend the End Date to August 31, 2017. On December 30, 2016, and in accordance with Section 8.01(b) of the applicable Asset Purchase Agreement, each of the Sellers delivered written notice to the Company of such Seller’s election to extend the End Date to and including August 31, 2017.
Note: The information furnished herewith to Item 7.01 of this Current Report on Form 8-K shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
-2-
About MOLINA HEALTHCARE, INC. (NYSE:MOH)
Molina Healthcare, Inc. offers Medicaid-related solutions for low-income families and individuals, and assists government agencies in their administration of the Medicaid program. The Company operates through three segments: Health Plans, Molina Medicaid Solutions and Other. Its Health Plans segment consists of health plans in approximately 10 states and the Commonwealth of Puerto Rico, and its direct delivery business. Its direct delivery business consists of the operation of primary care clinics in various states in which it operates health plans. Its Molina Medicaid Solutions segment provides design, development, implementation (DDI) and business process outsourcing (BPO) solutions to state governments for their Medicaid management information systems (MMIS). The Other segment includes other businesses, such as its Pathways Health and Community Support LLC (Pathways) behavioral health and social services provider. MOLINA HEALTHCARE, INC. (NYSE:MOH) Recent Trading Information
MOLINA HEALTHCARE, INC. (NYSE:MOH) closed its last trading session up +1.38 at 54.97 with 1,239,461 shares trading hands.
Exit mobile version