0001071739-12-000011.txt : 20120409 0001071739-12-000011.hdr.sgml : 20120409 20120409170814 ACCESSION NUMBER: 0001071739-12-000011 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120409 ITEM INFORMATION: Other Events FILED AS OF DATE: 20120409 DATE AS OF CHANGE: 20120409 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CENTENE CORP CENTRAL INDEX KEY: 0001071739 STANDARD INDUSTRIAL CLASSIFICATION: HOSPITAL & MEDICAL SERVICE PLANS [6324] IRS NUMBER: 041406317 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-31826 FILM NUMBER: 12750150 BUSINESS ADDRESS: STREET 1: 7700 FORSYTH BLVD. CITY: ST LOUIS STATE: MO ZIP: 63105 BUSINESS PHONE: 3147254477 MAIL ADDRESS: STREET 1: 7700 FORSYTH BLVD. CITY: ST LOUIS STATE: MO ZIP: 63105 8-K 1 form8k.htm FORM 8-K form8k.htm
 
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): April 9, 2012
 
 
CENTENE CORPORATION
(Exact Name of Registrant as Specified in Charter)
 
 
         
Delaware
  
001-31826
  
42-1406317
(State or Other Jurisdiction
of Incorporation)
  
(Commission File Number)
  
(IRS Employer
Identification No.)
 
     
7700 Forsyth Blvd.
St. Louis, Missouri
  
63105
(Address of Principal Executive Offices)
  
(Zip Code)
 
Registrant’s telephone number, including area code: (314) 725-4477
 
 
(Former Name or Former Address, if Changed Since Last Report)
 
 
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 (see General Instruction A.2. below):
 
¨
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 8.01 OTHER EVENTS
 
On April 9, 2012, Centene Corporation (or, the “Company”) announced it was notified by the Ohio Department of Job and Family Services that Buckeye Community Health Plan, Centene's Ohio subsidiary, was one of four incumbent health plans that was not awarded a contract to continue serving Medicaid members in Ohio, effective January 2013.  Centene intends to file a formal protest within the required seven-day notice period. 
 
This announcement is not expected to impact 2012 Premium and Service revenues from Buckeye Community Health Plan. However, as result of this event, Centene will conduct a test for recoverability of the assets of Buckeye Community Health Plan including goodwill and intangible assets and expects that, absent a successful appeal, a material non-cash impairment charge will be recorded in its 2012 consolidated statement of operations for the year ended December 31, 2012.  As of December 31, 2011, Buckeye Community Health Plan had goodwill and net intangible assets of approximately $42.9 million. 
 
 
 
 
 
 
 
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.
 
 
   
CENTENE CORPORATION
     
Date: April 9, 2012
  
By:
  
/s/ William N. Scheffel
       
William N. Scheffel
Executive Vice President & Chief Financial Officer