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): August 3, 2015
______________
MOLINA
HEALTHCARE, INC.
(Exact
name of registrant as specified in its charter)
Delaware
|
1-31719
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13-4204626
|
(State of incorporation)
|
(Commission File Number)
|
(I.R.S. Employer Identification Number)
|
______________
200 Oceangate, Suite 100, Long Beach, California 90802
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(Address of principal executive offices)
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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 August 3, 2015, the Company announced that its wholly owned
subsidiary Molina Healthcare of Florida, Inc., has entered into a
definitive agreement to acquire certain assets of the Medicaid business
of Integral Health Plan, Inc., also known as Integral Quality Care. As a
part of the transaction, Molina Healthcare of Florida will receive the
right to assume Integral’s Medicaid members in the state of Florida,
certain provider agreements, as well as other assets related to the
operation of the Medicaid business. Molina Healthcare of Florida will
fund the transaction with available cash on hand at the parent. Subject
to regulatory approvals and the satisfaction of other closing
conditions, the closing of the transaction is expected to occur during
the fourth quarter of 2015. The full text of the press release is
included as Exhibit 99.1 to this report.
Note: The information furnished herewith pursuant to Item 7.01 of this
current report 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.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits:
Exhibit
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No.
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Description
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|
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99.1
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Joint press release of Molina Healthcare, Inc. and Integral Health
Plan, Inc., issued August 3, 2015, regarding the definitive
agreement to acquire certain assets of the Medicaid business of
Integral Health Plan, Inc.
|
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.
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MOLINA HEALTHCARE, INC.
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|
|
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Date:
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August 3, 2015
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By:
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/s/ Jeff D. Barlow
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Jeff D. Barlow
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Chief Legal Officer and Secretary
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EXHIBIT INDEX
Exhibit
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No.
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Description
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99.1
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Joint press release of Molina Healthcare, Inc. and Integral Health
Plan, Inc., issued August 3, 2015, regarding the definitive
agreement to acquire certain assets of the Medicaid business of
Integral Health Plan, Inc.
|
Exhibit 99.1
Molina
Healthcare to Acquire Medicaid Assets of Integral Health Plan, Inc. in
the State of Florida
LONG BEACH, Calif.--(BUSINESS WIRE)--August 3, 2015--Molina Healthcare,
Inc. (NYSE: MOH) and Integral Health Plan, Inc. (d/b/a Integral Quality
Care) announced today that Molina Healthcare of Florida, Inc., a wholly
owned subsidiary of Molina Healthcare Inc., has entered into a
definitive agreement to acquire certain assets of the Medicaid business
of Integral Quality Care. As a part of the transaction, Molina
Healthcare of Florida will receive the right to assume Integral’s
Medicaid members in the state of Florida, certain provider agreements,
as well as other assets related to the operation of the Medicaid
business. Molina Healthcare of Florida will fund the transaction with
available cash on hand at the parent. Subject to regulatory approvals
and the satisfaction of other closing conditions, the closing of the
transaction is expected to occur during the fourth quarter of 2015.
Integral Quality Care is a non-profit, provider-sponsored corporation
operating as a Provider Service Network (PSN) and full-risk health plan.
The Company administers health care services to Medicaid beneficiaries
in the following Florida regions: Northwest (Pensacola/Medicaid Region
1, Tampa/Medicaid Region 6) and Southwest (Medicaid Region 8) for more
than 90,000 Medicaid enrollees.
“We are proud to welcome the members of Integral Quality Care to Molina,
and we look forward to continuing both Integral’s and Molina’s shared
mission of providing high quality care,” said Maritza Borrajero,
president of Molina Healthcare of Florida. “The acquisition will allow
Molina to provide services in seven regions across the state and further
demonstrates our commitment to Medicaid, the state of Florida and those
in need of government-sponsored health care.”
Jennifer A. Sweet, CEO of Integral Quality Care, added, “Integral is
pleased to have established this agreement with Molina Healthcare of
Florida, which we expect will continue the Plan’s history of providing
compassionate health benefits to our Medicaid members and respectful
partnering with the healthcare providers that deliver care to our
members.”
About Molina Healthcare of Florida, Inc.
Molina Healthcare of Florida is contracted with the Florida Agency for
Health Care Administration for both the Managed Medical Assistance (MMA)
and Long-term Care (LTC) components of the Statewide Medicaid Managed
Care (SMMC) program, serving a total of 25 counties under those combined
programs. Molina Healthcare of Florida also operates Medicare
Dual-Eligible Special Needs Plans in seven Florida counties, and offers
certified Qualified Health Plans to individuals on the Florida Health
Insurance Exchange in the non-group health insurance marketplace. Total
enrollment across all products approximates 350,000 as of June 2015.
About Molina Healthcare, Inc.
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 11 states across the nation and in the Commonwealth of Puerto Rico,
Molina currently serves approximately 3.4 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 his
mission of providing 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.
About Integral Health Plan, Inc.
Founded in 2009, Integral Quality Care, Inc. is a non-profit Medicaid
health plan with a mission to deliver high quality, accessible care to
its members. As a provider sponsored network, the Company’s sponsors
include Collier Health Services, Inc. d/b/a Healthcare Network of
Southwest Florida and the Association of Area Delivery Systems Sponsors,
Inc. More information about Integral Quality Care is available at
integralqualitycare.com.
Safe Harbor Statement under the Private Securities Litigation
Reform Act of 1995: This press release contains “forward-looking
statements” regarding the proposed transaction between Integral Health
Plan, Inc. and Molina Healthcare of Florida, Inc. All forward-looking
statements are based on current expectations that are subject to
numerous risk factors that could cause actual results to differ
materially. Such risk factors include, without limitation, risks related
to: the satisfaction or waiver of closing conditions for the
transaction, successfully transitioning and integrating Integral Health
Plan’s members into Molina Healthcare of Florida, attrition in
membership pending the completion of and following the transition,
maintaining provider relations, accurately estimating incurred but not
reported medical costs with respect to this new population, and the
possibility that the transaction will not be completed on a timely basis
or at all. Additional information regarding the risk factors to which
Molina Healthcare is subject is provided in greater detail in its
periodic reports and filings with the Securities and Exchange
Commission, including its most recent Annual Report on Form 10-K. These
reports can be accessed under the investor relations tab of Molina
Healthcare’s website or on the SEC’s website at sec.gov. Given these
risks and uncertainties, Molina Healthcare 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 our forward-looking
statements will in fact occur, and Molina Healthcare cautions investors
not to place undue reliance on these statements. All forward-looking
statements in this release represent Molina Healthcare’s judgment as of
the date hereof, and Molina Healthcare disclaims any obligation to
update any forward-looking statements to conform the statement to actual
results or changes in our expectations that occur after the date of this
release.
CONTACT:
Molina Healthcare, Inc.
Investor Relations:
Juan
José Orellana, 562-435-3666
or
Public Relations:
Leigh
Woodward, 562-233-4532
or
Integral Quality Care, Inc.
Lisa
Braswell, Communications Manager, 813-517-8399
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