EX-99.1 2 exhibit991.htm PRESS RELEASE Exhibit


Exhibit 99.1
image37.gif
N E W S R E L E A S E                                                                                
Contact:
Investor Relations Inquiries
 
Edmund E. Kroll, Jr.
 
Senior Vice President, Finance & Investor Relations
 
(212) 759-0382
 
 
 
Media Inquiries
 
Marcela Manjarrez-Hawn
 
Senior Vice President and Chief Communications Officer
 
(314) 445-0790

FOR IMMEDIATE RELEASE

CENTENE CORPORATION REPORTS 2016 FOURTH QUARTER AND FULL YEAR RESULTS
-- 2016 Full Year Diluted EPS of $3.41; Adjusted Diluted EPS of $4.43 --

ST. LOUIS, MISSOURI (February 7, 2017) -- Centene Corporation (NYSE: CNC) announced today its financial results for the fourth quarter and year ended December 31, 2016. The following discussions, with the exception of cash flow information, are in the context of continuing operations.

For the fourth quarter and year ended December 31, 2016, the Company reported diluted earnings per share (EPS) of $1.45 and $3.41, respectively, and Adjusted Diluted EPS of $1.19 and $4.43, respectively. A summary of diluted EPS is highlighted below:
 
Q4
 
Full Year
GAAP diluted EPS
$
1.45

 
$
3.41

Health Net acquisition related expenses
0.03

 
0.98

Amortization of acquired intangible assets
0.20

 
0.57

California minimum medical loss ratio change (1)
(0.71
)
 
(0.76
)
Charitable contribution (2)
0.18

 
0.19

Debt extinguishment (3)
0.04

 
0.04

Adjusted Diluted EPS
$
1.19

 
$
4.43

(1) A favorable impact associated with the retroactive change in the minimum medical loss ratio (MLR) calculation under California’s Medicaid expansion program, $195 million of which relates to periods prior to 2016 for the legacy Centene business and prior to the acquisition date for the legacy Health Net business

(2) In connection with the additional revenue associated with the California minimum MLR change, the Company committed to a charitable contribution to its foundation of $50 million in the fourth quarter of 2016

(3) Additional expense of $11 million associated with the early redemption of the 5.75% Senior Notes due 2017 and the Health Net Inc. 6.375% Senior Notes due 2017. 

Included in diluted EPS and Adjusted Diluted EPS for the fourth quarter and year ended December 31, 2016 are $0.03 and $0.05 diluted EPS benefits, respectively, related to the early adoption of the stock-based compensation accounting standard, as well as the incorporation of retirement provisions in our stock-based compensation agreements.


1



In summary, the 2016 fourth quarter and full year results were as follows:
2016 Results
 
Q4
 
Full Year
 
Total revenues (in millions)
$
11,911

 
$
40,607

 
Health benefits ratio
84.8
%
 
86.5
%
 
Selling, general & administrative expense ratio
10.0
%
 
9.8
%
 
Selling, general & administrative expense ratio, excluding Health Net acquisition related expenses
9.9
%
 
9.2
%
 
GAAP diluted EPS
$
1.45

 
$
3.41

 
Adjusted Diluted EPS
$
1.19

 
$
4.43

 
Total cash flow provided by operations (in millions)
$
1,596

 
$
1,851

 

Michael F. Neidorff, Centene's Chairman and Chief Executive Officer, stated, "Our strong fourth quarter results give us favorable operating momentum heading into 2017, and the successful integration of Health Net bolsters this with greater scale and product diversity."

Fourth Quarter and Full Year Highlights

December 31, 2016 managed care membership of 11.4 million, an increase of 6.3 million members, or 124% over 2015.

Total revenues for the fourth quarter of 2016 of $11.9 billion, representing 89% growth compared to the fourth quarter of 2015 and $40.6 billion for the full year 2016, representing 78% growth year over year.

Health benefits ratio (HBR) of 84.8% for the fourth quarter of 2016 compared to 88.0% in the fourth quarter of 2015 and 86.5% for the full year 2016 compared to 88.9% for the full year 2015.

Selling, general and administrative (SG&A) expense ratio of 10.0% for the fourth quarter of 2016 compared to 8.7% for the fourth quarter of 2015. SG&A expense ratio of 9.8% for the full year 2016 compared to 8.5% for the full year 2015.

SG&A expense ratio excluding Health Net acquisition related expenses of 9.9% for the fourth quarter of 2016 compared to 8.6% for the fourth quarter of 2015. SG&A expense ratio excluding Health Net acquisition related expenses of 9.2% for the full year 2016 compared to 8.3% for the full year 2015.

Operating cash flow of $1.6 billion and $1.9 billion for the fourth quarter and full year of 2016, respectively, representing 3.3x net earnings for the full year of 2016.

Diluted EPS for the fourth quarter of 2016 of $1.45 compared to $0.91 for the fourth quarter of 2015. Diluted EPS for the full year of 2016 of $3.41 compared to $2.89 for the full year of 2015.

Adjusted Diluted EPS for the fourth quarter of 2016 of $1.19 compared to $0.97 for the fourth quarter of 2015. Adjusted Diluted EPS for the full year of 2016 of $4.43 compared to $3.14 for the full year of 2015.

Other Events

In January 2017, we signed a joint venture agreement with the North Carolina Medical Society, working in conjunction with the North Carolina Community Health Center, to collaborate on a patient-focused approach to Medicaid under the reform plan enacted in the State of North Carolina. The newly created health plan, Carolina Complete Health, was created to establish, organize and operate a physician-led health plan to provide Medicaid managed care services in North Carolina.

In January 2017, our Pennsylvania subsidiary, Pennsylvania Health & Wellness, was selected by the Pennsylvania Department of Human Services to serve Medicaid recipients enrolled in the HealthChoices program in three zones. Pending regulatory approval and successful completion of a readiness review, the three-year agreement is expected to commence June 1, 2017.

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In January 2017, our Indiana subsidiary, Managed Health Services, began operating under a contract with the Indiana Family & Social Services Administration to provide risk-based managed care services for enrollees in the Healthy Indiana Plan and Hoosier Healthwise programs.

In January 2017, our Nebraska subsidiary, Nebraska Total Care, began operating under a contract with the Nebraska Department of Health and Human Services' Division of Medicaid and Long Term Care as one of three managed care organizations to administer its new Heritage Health Program for Medicaid, ABD, CHIP, Foster Care and LTC enrollees.

In November 2016, our Georgia subsidiary, Peach State Health Plan, was awarded a statewide managed care contract to continue serving members enrolled in the Georgia Families managed care program, including PeachCare for Kids and Planning for Healthy Babies. Through the new contract, Peach State Health Plan will be one of four managed care organizations providing medical, behavioral, dental and vision health benefits for its members. The contract is expected to become effective July 1, 2017.

In November 2016, our Nevada subsidiary, Silver Summit Health Plan, was selected to serve Medicaid recipients enrolled in Nevada's Medicaid managed care program. The contract is expected to commence on July 1, 2017, pending regulatory approval and successful completion of a readiness review.

In November 2016, the Company issued $1.2 billion in aggregate principal amount of 4.75% Senior Notes due 2025. The Company used the net proceeds of the offering to redeem its 5.75% Senior Notes due 2017 and Health Net Inc.'s 6.375% Senior Notes due 2017, to repay amounts outstanding under its Revolving Credit Facility, to pay related fees and expenses and for general corporate purposes.


3



Membership

The following table sets forth the Company's membership by state for its managed care organizations:
 
December 31,
 
2016
 
2015
Arizona
598,300

 
440,900

Arkansas
58,600

 
41,900

California
2,973,500

 
186,000

Florida
716,100

 
510,400

Georgia
488,000

 
408,600

Illinois
237,700

 
207,500

Indiana
285,800

 
282,100

Kansas
139,700

 
141,000

Louisiana
472,800

 
381,900

Massachusetts
48,300

 
61,500

Michigan
2,000

 
4,800

Minnesota
9,400

 
9,600

Mississippi
310,200

 
302,200

Missouri
105,700

 
95,100

New Hampshire
77,400

 
71,400

New Mexico
7,100

 

Ohio
316,000

 
302,700

Oregon
217,800

 
98,700

South Carolina
122,500

 
104,000

Tennessee
21,700

 
20,000

Texas
1,072,400

 
983,100

Vermont
1,600

 
1,700

Washington
238,400

 
209,400

Wisconsin
73,800

 
77,100

Total at-risk membership
8,594,800

 
4,941,600

TRICARE eligibles
2,847,000

 

Non-risk membership

 
166,300

Total
11,441,800

 
5,107,900


The following table sets forth our membership by line of business:
 
December 31,
 
2016
 
2015
Medicaid:
 
 
 
TANF, CHIP & Foster Care
5,630,000

 
3,763,400

ABD & LTC
785,400

 
478,600

Behavioral Health
466,600

 
456,800

Commercial
1,239,100

 
146,100

Medicare & Duals (1)
334,300

 
37,400

Correctional
139,400

 
59,300

Total at-risk membership
8,594,800

 
4,941,600

TRICARE eligibles
2,847,000

 

Non-risk membership

 
166,300

Total
11,441,800

 
5,107,900

 
 
 
 
(1) Membership includes Medicare Advantage, Medicare Supplement, Special Needs Plans, and Medicare-Medicaid Plans.

    

4



At December 31, 2016, the Company served 1,080,500 members in Medicaid expansion programs in ten states, compared to 449,000 members in eight states at December 31, 2015. At December 31, 2016, the Company served 372,800 dual-eligible members, compared to 204,800 at December 31, 2015. At December 31, 2016, the Company served 537,200 members in Health Insurance Marketplaces, compared to 146,100 at December 31, 2015.

Statement of Operations: Three Months Ended December 31, 2016

For the fourth quarter of 2016, total revenues increased 89% to $11.9 billion from $6.3 billion in the comparable period in 2015. The increase over prior year was primarily a result of the acquisition of Health Net, the impact from expansions and new programs in many of our states in 2015 and 2016, and growth in the Health Insurance Marketplace business in 2016. Sequentially, revenue increased over the third quarter of 2016 partially due to $195 million of revenue recognized associated with the minimum MLR change in California. Additionally, during the fourth quarter we received approximately $500 million associated with pass through payments from the state of California that were recorded in Premium tax revenue and Premium tax expense.

HBR of 84.8% for the fourth quarter of 2016 represents a decrease from 88.0% in the comparable period in 2015 and a decrease from 87.0% in the third quarter of 2016. The year over year HBR decrease is primarily attributable to the acquisition of Health Net, which operates at a lower HBR due to a higher mix of commercial business. Also, in the fourth quarter of 2016, we recognized revenue relating to amendments to our California contracts with the Department of Health Care Services to amend the Medicaid expansion minimum MLR definition, reducing the fourth quarter HBR by 170 basis points.

SG&A expense ratio of 10.0% for the fourth quarter of 2016 compared to 8.7% for the fourth quarter of 2015. SG&A expense ratio excluding Health Net acquisition related expenses of 9.9% for the fourth quarter of 2016 compared to 8.6% for the fourth quarter of 2015. The increase in the SG&A expense ratio is primarily attributable to the addition of the Health Net business, which operates at a higher SG&A expense ratio due to a higher mix of commercial and Medicare business. The charitable contribution of $50 million increased the fourth quarter SG&A expense ratio by 50 basis points.

Statement of Operations: Year Ended December 31, 2016

Total revenues increased 78% in the year ended December 31, 2016 over the corresponding period in 2015 primarily as a result of the acquisition of Health Net, growth in the Health Insurance Marketplace business, and the impact from expansions, acquisitions or new programs in many of our states in 2016 and 2015.

The consolidated HBR for the year ended December 31, 2016 was 86.5%, a decrease of 240 basis points over the comparable period in 2015. The decrease compared to last year is primarily attributable to the acquisition of Health Net, membership growth in Medicaid expansion and Health Insurance Marketplace products, and improvement in HBR in the higher acuity populations. Also, in the fourth quarter we recognized additional revenue relating to the California minimum MLR change, which reduced our 2016 HBR by 50 basis points.

SG&A expense ratio of 9.8% for the full year 2016 compared to 8.5% for the full year 2015. SG&A expense ratio excluding Health Net acquisition related expenses of 9.2% for the full year 2016 compared to 8.3% for the full year 2015. The increase in the SG&A expense ratio is primarily attributable to the addition of the Health Net business.

Balance Sheet and Cash Flow

At December 31, 2016, the Company had cash, investments and restricted deposits of $9.1 billion, including $264 million held by its unregulated entities. Medical claims liabilities totaled $3.9 billion. The Company's days in claims payable was 42. Total debt was $4.7 billion, which includes $100 million of borrowings on the $1 billion revolving credit facility at quarter-end. The debt to capitalization ratio was 43.7% at December 31, 2016, excluding the $64 million non-recourse mortgage note.

Cash flow provided by operations for the three months ended December 31, 2016, was $1.6 billion. The cash provided by operating activities during the quarter reflects a decrease in premium and related receivables and an increase in accounts payable and accrued expenses. The fourth quarter 2016 cash provided by operations was increased by approximately $445 million due to the finalization of the opening balance sheet for Health Net.


5



A reconciliation of the Company's change in days in claims payable from the immediately preceding quarter-end is presented below:

 
 
 
Days in claims payable, September 30, 2016
41

 
Timing of claims payments
1

 
Days in claims payable, December 31, 2016
42

 
 
 
 

Outlook
The table below depicts the Company's annual guidance for 2017 and reflects a revised GAAP diluted EPS range to reflect the updated amortization expense as a result of finalizing the Health Net opening balance sheet intangibles valuation in the fourth quarter of 2016.
 
 
Full Year 2017
 
 
 
Low
 
High 
 
Total revenues (in billions)
 
$
46.0

 
$
46.8

 
GAAP diluted EPS
 
$
3.82

 
$
4.26

 
Adjusted Diluted EPS (1)
 
$
4.40

 
$
4.85

 
HBR
 
87.0
%
 
87.5
%
 
SG&A expense ratio
 
9.0
%
 
9.5
%
 
SG&A expense ratio, excluding Health Net acquisition related expenses
 
9.0
%
 
9.5
%
 
Effective tax rate
 
39.0
%
 
41.0
%
 
Diluted shares outstanding (in millions)
 
176.9

 
177.9

 
 
 
 
 
 
 
(1) Adjusted Diluted EPS excludes Health Net acquisition related expenses of $0.01 to $0.03 per diluted share and amortization of acquired intangible assets of $0.54 to $0.58 per diluted share.

Conference Call

As previously announced, the Company will host a conference call Tuesday, February 7, 2017, at 8:30 AM (Eastern Time) to review the financial results for the fourth quarter and year ended December 31, 2016, and to discuss its business outlook.  Michael Neidorff and Jeffrey Schwaneke will host the conference call. 

Investors and other interested parties are invited to listen to the conference call by dialing 1-877-883-0383 in the U.S. and Canada; +1-412-902-6506 from abroad, including the following Elite Entry Number: 4994074 to expedite caller registration; or via a live, audio webcast on the Company's website at www.centene.com, under the Investors section.

A webcast replay will be available for on-demand listening shortly after the completion of the call for the next twelve months or until 11:59 PM (Eastern Time) on Tuesday, February 6, 2018, at the aforementioned URL. In addition, a digital audio playback will be available until 9:00 AM (Eastern Time) on Tuesday, February 14, 2017, by dialing 1-877-344-7529 in the U.S. and Canada, or +1-412-317-0088 from abroad, and entering access code 10098783.

6




Non-GAAP Financial Presentation

The Company is providing certain non-GAAP financial measures in this release as the Company believes that these figures are helpful in allowing investors to more accurately assess the ongoing nature of the Company's operations and measure the Company's performance more consistently across periods. The Company uses the presented non-GAAP financial measures internally to allow management to focus on period-to-period changes in the Company's core business operations. Therefore, the Company believes that this information is meaningful in addition to the information contained in the GAAP presentation of financial information. The presentation of this additional non-GAAP financial information is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP.

Specifically, the Company believes the presentation of non-GAAP financial information that excludes Health Net acquisition related expenses, amortization of acquired intangible assets, as well as other items, allows investors to develop a more meaningful understanding of the Company's performance over time. The tables below provide reconciliations of non-GAAP items ($ in millions, except per share data):

 
Three Months Ended December 31,
 
Year Ended December 31,
 
2016
 
2015
 
2016
 
2015
GAAP net earnings from continuing operations
$
255

 
$
112

 
$
559

 
$
356

Health Net acquisition related expenses
10

 
7

 
234

 
27

Amortization of acquired intangible assets
52

 
6

 
147

 
24

California minimum MLR change (1)
(195
)
 

 
(195
)
 

Charitable contribution (2)
50

 

 
50

 

Debt extinguishment (3)
11

 

 
11

 

Income tax effects of adjustments (4)
27

 
(5
)
 
(79
)
 
(20
)
Adjusted net earnings from continuing operations
$
210

 
$
120

 
$
727

 
$
387

(1) A favorable impact associated with the retroactive change in the minimum MLR calculation under California’s Medicaid expansion program, $195 million of which relates to periods prior to 2016 for the legacy Centene business and prior to the acquisition date for the legacy Health Net business

(2) In connection with the additional revenue associated with the California minimum MLR change, the Company committed to a charitable contribution to its foundation of $50 million in the fourth quarter of 2016

(3) Additional expense of $11 million associated with the early redemption of the 5.75% Senior Notes due 2017 and the Health Net Inc. 6.375% Senior Notes due 2017. 

(4) The income tax effects of adjustments are based on the effective income tax rates applicable to adjusted (non-GAAP) results. The amounts are based on the effective income tax rate that would increase or decrease based on the exclusion of these exceptions.




7



 
Three Months Ended December 31,
 
Year Ended December 31,
 
Annual Guidance
 December 31, 2017
 
2016
 
2015
 
2016
 
2015
 
GAAP diluted earnings per share (EPS)
$
1.45

 
$
0.91

 
$
3.41

 
$
2.89

 
$3.82 - $4.26

Health Net acquisition related expenses (1)
0.03

 
0.03

 
0.98

 
0.14

 
$0.01 - $0.03

Amortization of acquired intangible assets (2)
0.20

 
0.03

 
0.57

 
0.11

 
$0.54 - $0.58

California minimum MLR change (3)
(0.71
)
 

 
(0.76
)
 

 

Charitable contribution (4)
0.18

 

 
0.19

 

 

Debt extinguishment (5)
0.04

 

 
0.04

 

 

Adjusted Diluted EPS
$
1.19

 
$
0.97

 
$
4.43

 
$
3.14

 
$4.40 - $4.85

(1)
The Health Net acquisition related expenses per diluted share presented above are net of the income tax benefit of $0.03 and $0.02 for the three months ended December 31, 2016 and 2015, respectively, and $0.45 and $0.08 for the years ended December 31, 2016 and 2015, respectively; and estimated $0.01 to $0.02 for the year ended December 31, 2017.

(2)
The amortization of acquired intangible assets per diluted share presented above are net of the income tax benefit of $0.10 and $0.02 for the three months ended December 31, 2016 and 2015, respectively, and $0.33 and $0.08 for the years ended December 31, 2016 and 2015, respectively; and estimated $0.31 to $0.35 for the year ended December 31, 2017.

(3)
The impact associated with the retroactive change in the minimum MLR calculation per diluted share presented above is net of income tax expense of $(0.40) for the quarter ended December 31, 2016 and $(0.43) and for the year ended December 31, 2016.

(4)
The charitable contributions per diluted share presented above are net of the income tax benefit of $0.10 for the quarter ended December 31, 2016 and $0.11 for the year ended December 31, 2016.

(5)
The debt extinguishment cost per diluted share presented above is net of income tax benefit of $0.02 for the quarter ended December 31, 2016 and $0.03 for the year ended December 31, 2016.

 
Three Months Ended December 31,
 
Year Ended December 31,
 
2016
 
2015
 
2016
 
2015
GAAP SG&A expenses
$
1,065

 
$
511

 
$
3,676

 
$
1,802

Health Net acquisition related expenses
10

 
7

 
234

 
27

SG&A expenses, excluding Health Net acquisition related expenses
$
1,055

 
$
504

 
$
3,442

 
$
1,775



8




About Centene Corporation

Centene Corporation is a diversified, multi-national healthcare enterprise that provides a portfolio of services to government sponsored healthcare programs, focusing on under-insured and uninsured individuals. Many receive benefits provided under Medicaid, including the State Children's Health Insurance Program (CHIP), as well as Aged, Blind or Disabled (ABD), Foster Care and Long Term Care (LTC), in addition to other state-sponsored programs, Medicare (including the Medicare prescription drug benefit commonly known as "Part D"), dual eligible programs and programs with the U.S. Department of Defense and U.S. Department of Veterans Affairs. Centene also provides healthcare services to groups and individuals delivered through commercial health plans. Centene operates local health plans and offers a range of health insurance solutions. It also contracts with other healthcare and commercial organizations to provide specialty services including behavioral health management, care management software, correctional healthcare services, dental benefits management, in-home health services, life and health management, managed vision, pharmacy benefits management, specialty pharmacy and telehealth services.

Centene uses its investor relations website to publish important information about the Company, including information that may be deemed material to investors. Financial and other information about Centene is routinely posted and is accessible on Centene's investor relations website, http://www.centene.com/investors.


9



Forward-Looking Statements
The company and its representatives may from time to time make written and oral forward-looking statements within the meaning of the Private Securities Litigation Reform Act (“PSLRA”) of 1995, including statements in this and other press releases, in presentations, filings with the Securities and Exchange Commission (“SEC”), reports to stockholders and in meetings with investors and analysts. In particular, the information provided in this press release may contain certain forward-looking statements with respect to the financial condition, results of operations and business of Centene and certain plans and objectives of Centene with respect thereto, including but not limited to the expected benefits of the acquisition of Health Net, Inc. These forward-looking statements can be identified by the fact that they do not relate only to historical or current facts. Without limiting the foregoing, forward-looking statements often use words such as “anticipate”, "seek", “target”, “expect”, “estimate”, “intend”, “plan”, “goal”, “believe”, “hope”, “aim”, “continue”, “will”, “may”, "can", “would”, “could” or “should” or other words of similar meaning or the negative thereof. We intend such forward-looking statements to be covered by the safe-harbor provisions for forward-looking statements contained in PSLRA. A number of factors, variables or events could cause actual plans and results to differ materially from those expressed or implied in forward-looking statements. Such factors include, but are not limited to, Centene’s ability to accurately predict and effectively manage health benefits and other operating expenses and reserves; competition; membership and revenue declines or unexpected trends; changes in healthcare practices, new technologies and advances in medicine; increased health care costs; changes in economic, political or market conditions; changes in federal or state laws or regulations, including changes with respect to government health care programs as well as changes with respect to the Patient Protection and Affordable Care Act and the Health Care and Education Affordability Reconciliation Act and any regulations enacted thereunder that may result from changing political conditions; rate cuts or other payment reductions or delays by governmental payors and other risks and uncertainties affecting Centene’s government businesses; Centene’s ability to adequately price products on federally facilitated and state based Health Insurance Marketplaces; tax matters; disasters or major epidemics; the outcome of legal or regulatory proceedings; changes in expected contract start dates; provider, state, federal and other contract changes and timing of regulatory approval of contracts; the expiration, suspension or termination of Centene’s contracts with federal or state governments (including but not limited to Medicaid, Medicare, and TRICARE); challenges to Centene's contract awards; cyber-attacks or other privacy or data security incidents; the possibility that the expected synergies and value creation from acquired businesses, including, without limitation, the Health Net acquisition, will not be realized, or will not be realized within the expected time period, including, but not limited to, as a result of conditions, terms, obligations or restrictions imposed by regulators in connection with their approval of, or consent to, the acquisition; the exertion of management’s time and Centene’s resources, and other expenses incurred and business changes required in connection with complying with the undertakings in connection with certain regulatory approvals; disruption from the acquisition making it more difficult to maintain business and operational relationships; the risk that unexpected costs will be incurred in connection with, among other things, the acquisition and/or the integration; changes in expected closing dates, estimated purchase price and accretion for acquisitions; the risk that acquired businesses will not be integrated successfully; Centene's ability to maintain or achieve improvement in the Centers for Medicare and Medicaid Services (CMS) Star ratings and other quality scores that impact revenue; availability of debt and equity financing, on terms that are favorable to Centene; inflation; foreign currency fluctuations; and risks and uncertainties discussed in the reports that Centene has filed with the SEC. These forward-looking statements reflect Centene’s current views with respect to future events and are based on numerous assumptions and assessments made by Centene in light of its experience and perception of historical trends, current conditions, business strategies, operating environments, future developments and other factors it believes appropriate. By their nature, forward-looking statements involve known and unknown risks and uncertainties and are subject to change because they relate to events and depend on circumstances that will occur in the future. The factors described in the context of such forward-looking statements in this press release could cause Centene’s plans with respect to the Health Net acquisition, actual results, performance or achievements, industry results and developments to differ materially from those expressed in or implied by such forward-looking statements. Although it is currently believed that the expectations reflected in such forward-looking statements are reasonable, no assurance can be given that such expectations will prove to have been correct and persons reading this press release are therefore cautioned not to place undue reliance on these forward-looking statements which speak only as of the date of this press release. Centene does not assume any obligation to update the information contained in this press release (whether as a result of new information, future events or otherwise), except as required by applicable law. This list of important factors is not intended to be exhaustive. We discuss certain of these matters more fully, as well as certain other risk factors that may affect Centene's business operations, financial condition and results of operations, in Centene's filings with the SEC, including the annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K.



[Tables Follow]


10



CENTENE CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In millions, except share data)
(Unaudited)
 
December 31, 2016
 
December 31, 2015
ASSETS
 
 
 
Current assets:
 
 
 
Cash and cash equivalents
$
3,930

 
$
1,760

Premium and related receivables
3,098

 
1,279

Short term investments
505

 
176

Other current assets
832

 
390

Total current assets
8,365

 
3,605

Long term investments
4,545

 
1,927

Restricted deposits
138

 
115

Property, software and equipment, net
797

 
518

Goodwill
4,712

 
842

Intangible assets, net
1,545

 
155

Other long term assets
95

 
177

Total assets
$
20,197

 
$
7,339

 
 
 
 
LIABILITIES AND STOCKHOLDERS’ EQUITY
 

 
 

Current liabilities:
 

 
 

Medical claims liability
$
3,929

 
$
2,298

Accounts payable and accrued expenses
3,763

 
976

Return of premium payable
614

 
207

Unearned revenue
313

 
143

Current portion of long term debt
4

 
5

Total current liabilities
8,623

 
3,629

Long term debt
4,651

 
1,216

Other long term liabilities
869

 
170

Total liabilities
14,143

 
5,015

Commitments and contingencies
 
 
 
Redeemable noncontrolling interests
145

 
156

Stockholders’ equity:
 

 
 

Preferred stock, $0.001 par value; authorized 10,000,000 shares; no shares issued or outstanding at December 31, 2016 and December 31, 2015

 

Common stock, $.001 par value; authorized 400,000,000 shares; 178,134,306 issued and 171,919,071 outstanding at December 31, 2016, and 126,855,477 issued and 120,342,981 outstanding at December 31, 2015

 

Additional paid-in capital
4,190

 
956

Accumulated other comprehensive loss
(36
)
 
(10
)
Retained earnings
1,920

 
1,358

Treasury stock, at cost (6,215,235 and 6,512,496 shares, respectively)
(179
)
 
(147
)
Total Centene stockholders’ equity
5,895

 
2,157

Noncontrolling interest
14

 
11

Total stockholders’ equity
5,909

 
2,168

Total liabilities and stockholders’ equity
$
20,197

 
$
7,339






11



CENTENE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(In millions, except share data)
(Unaudited)
 
Three Months Ended December 31,
 
Year Ended December 31,
 
2016
 
2015
 
2016
 
2015
Revenues:
 
 
 
 
 
 
 
Premium
$
10,100

 
$
5,415

 
$
35,399

 
$
19,389

Service
577

 
442

 
2,180

 
1,876

Premium and service revenues
10,677

 
5,857

 
37,579

 
21,265

Premium tax and health insurer fee
1,234

 
445

 
3,028

 
1,495

Total revenues
11,911

 
6,302

 
40,607

 
22,760

Expenses:
 
 
 
 
 
 
 
Medical costs
8,564

 
4,767

 
30,636

 
17,242

Cost of services
478

 
387

 
1,864

 
1,621

Selling, general and administrative expenses
1,065

 
511

 
3,676

 
1,802

Amortization of acquired intangible assets
52

 
6

 
147

 
24

Premium tax expense
1,103

 
357

 
2,563

 
1,151

Health insurer fee expense
128

 
54

 
461

 
215

Total operating expenses
11,390

 
6,082

 
39,347

 
22,055

Earnings from operations
521

 
220

 
1,260

 
705

Other income (expense):
 
 
 
 
 
 
 
Investment and other income
34

 
8

 
114

 
35

Interest expense
(75
)
 
(11
)
 
(217
)
 
(43
)
Earnings from continuing operations, before income tax expense
480

 
217

 
1,157

 
697

Income tax expense
227

 
105

 
599

 
339

Earnings from continuing operations, net of income tax expense
253

 
112

 
558

 
358

Discontinued operations, net of income tax expense (benefit) of $3, $0, $2, and $(1), respectively
6

 
(1
)
 
3

 
(1
)
Net earnings
259

 
111

 
561

 
357

(Earnings) loss attributable to noncontrolling interests
2

 

 
1

 
(2
)
Net earnings attributable to Centene Corporation
$
261

 
$
111

 
$
562

 
$
355

 
 
 
 
 
 
 
 
Amounts attributable to Centene Corporation common shareholders:
Earnings from continuing operations, net of income tax expense
$
255

 
$
112

 
$
559

 
$
356

Discontinued operations, net of income tax expense (benefit)
6

 
(1
)
 
3

 
(1
)
Net earnings
$
261

 
$
111

 
$
562

 
$
355

 
 
 
 
 
 
 
 
Net earnings (loss) per common share attributable to Centene Corporation:
Basic:
 
 
 
 
 
 
 
Continuing operations
$
1.49

 
$
0.94

 
$
3.50

 
$
2.99

Discontinued operations
0.04

 
(0.01
)
 
0.02

 
(0.01
)
Basic earnings per common share
$
1.53

 
$
0.93

 
$
3.52

 
$
2.98

 
 
 
 
 
 
 
 
Diluted:
 
 
 
 
 
 
 
Continuing operations
$
1.45

 
$
0.91

 
$
3.41

 
$
2.89

Discontinued operations
0.04

 
(0.01
)
 
0.02

 
(0.01
)
Diluted earnings per common share
$
1.49

 
$
0.90

 
$
3.43

 
$
2.88

 
 
 
 
 
 
 
 
Weighted average number of common shares outstanding:
 
 
 
 
Basic
171,143,624

 
119,486,183

 
159,567,607

 
119,100,744

Diluted
175,511,179

 
123,350,506

 
163,975,407

 
123,066,370


12



CENTENE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In millions)
(Unaudited)
 
Year Ended December 31,
 
2016
 
2015
Cash flows from operating activities:
 
 
 
Net earnings
$
561

 
$
357

Adjustments to reconcile net earnings to net cash provided by operating activities
Depreciation and amortization
278

 
111

Stock compensation expense
148

 
71

Debt extinguishment costs
(7
)
 

Deferred income taxes
92

 
(17
)
Gain on contingent consideration
(5
)
 
(44
)
Goodwill and intangible adjustment

 
38

Changes in assets and liabilities
 

 
 

Premium and related receivables
74

 
(360
)
Other assets
167

 
(102
)
Medical claims liabilities
145

 
536

Unearned revenue
43

 
(27
)
Accounts payable and accrued expenses
402

 
39

Other long term liabilities
(61
)
 
51

Other operating activities, net
14

 
5

Net cash provided by operating activities
1,851

 
658

Cash flows from investing activities:
 

 
 

Capital expenditures
(306
)
 
(150
)
Purchases of investments
(2,450
)
 
(1,321
)
Sales and maturities of investments
1,656

 
669

Investments in acquisitions, net of cash acquired
(1,297
)
 
(18
)
Other investing activities, net

 
7

Net cash used in investing activities
(2,397
)
 
(813
)
Cash flows from financing activities:
 

 
 

Proceeds from borrowings
8,946

 
1,925

Payment of long term debt
(6,076
)
 
(1,583
)
Common stock repurchases
(63
)
 
(53
)
Debt issuance costs
(76
)
 
(4
)
Other financing activities, net
(14
)
 
20

Net cash provided by financing activities
2,717

 
305

Effect of exchange rate changes on cash and cash equivalents
(1
)
 

Net increase in cash and cash equivalents
2,170

 
150

Cash and cash equivalents, beginning of period
1,760

 
1,610

Cash and cash equivalents, end of period
$
3,930

 
$
1,760

Supplemental disclosures of cash flow information:
 

 
 

Interest paid
$
165

 
$
55

Income taxes paid
$
556

 
$
328

Equity issued in connection with acquisitions
$
3,105

 
$
12








13




CENTENE CORPORATION
SUPPLEMENTAL FINANCIAL DATA FROM CONTINUING OPERATIONS
 
 
Q4
 
Q3
 
Q2
 
Q1
 
Q4
 
 
 
2016
 
2016
 
2016
 
2016
 
2015
 
MANAGED CARE MEMBERSHIP BY STATE
 
Arizona
 
598,300

 
601,500

 
597,700

 
607,000

 
440,900

 
Arkansas
 
58,600

 
57,700

 
52,800

 
50,700

 
41,900

 
California
 
2,973,500

 
3,004,500

 
3,097,600

 
3,125,400

 
186,000

 
Florida
 
716,100

 
732,700

 
726,200

 
660,800

 
510,400

 
Georgia
 
488,000

 
498,000

 
493,300

 
495,500

 
408,600

 
Illinois
 
237,700

 
236,700

 
234,700

 
239,100

 
207,500

 
Indiana
 
285,800

 
289,600

 
291,000

 
290,300

 
282,100

 
Kansas
 
139,700

 
145,100

 
144,800

 
141,100

 
141,000

 
Louisiana
 
472,800

 
455,600

 
375,300

 
381,200

 
381,900

 
Massachusetts
 
48,300

 
45,300

 
47,100

 
52,400

 
61,500

 
Michigan
 
2,000

 
2,100

 
2,200

 
2,600

 
4,800

 
Minnesota
 
9,400

 
9,400

 
9,500

 
9,500

 
9,600

 
Mississippi
 
310,200

 
313,900

 
323,800

 
328,300

 
302,200

 
Missouri
 
105,700

 
104,700

 
102,900

 
100,000

 
95,100

 
New Hampshire
 
77,400

 
78,400

 
79,700

 
81,500

 
71,400

 
New Mexico
 
7,100

 
7,100

 
7,100

 

 

 
Ohio
 
316,000

 
319,500

 
319,000

 
314,000

 
302,700

 
Oregon
 
217,800

 
218,400

 
221,500

 
209,000

 
98,700

 
South Carolina
 
122,500

 
119,700

 
113,700

 
107,700

 
104,000

 
Tennessee
 
21,700

 
21,600

 
20,800

 
20,100

 
20,000

 
Texas
 
1,072,400

 
1,041,600

 
1,037,000

 
1,036,700

 
983,100

 
Vermont
 
1,600

 
1,700

 
1,600

 
1,500

 
1,700

 
Washington
 
238,400

 
240,500

 
239,700

 
226,500

 
209,400

 
Wisconsin
 
73,800

 
75,100

 
76,100

 
78,400

 
77,100

 
Total at-risk membership
 
8,594,800

 
8,620,400

 
8,615,100

 
8,559,300

 
4,941,600

 
TRICARE eligibles
 
2,847,000

 
2,815,700

 
2,815,700

 
2,819,700

 

 
Non-risk membership
 

 

 

 
161,400

 
166,300

 
Total
 
11,441,800

 
11,436,100

 
11,430,800

 
11,540,400

 
5,107,900

 
 
 
 
 
 
 
 
 
 
 
 
 
 
Medicaid:
 
 
 
 
 
 
 
 
 
 
 
TANF, CHIP & Foster Care
 
5,630,000

 
5,583,900

 
5,541,200

 
5,464,200

 
3,763,400

 
ABD & LTC
 
785,400

 
754,900

 
757,500

 
757,600

 
478,600

 
Behavioral Health
 
466,600

 
465,300

 
455,800

 
456,500

 
456,800

 
Commercial
 
1,239,100

 
1,333,000

 
1,391,500

 
1,487,900

 
146,100

 
Medicare & Duals (1)
 
334,300

 
333,500

 
332,600

 
334,100

 
37,400

 
Correctional
 
139,400

 
149,800

 
136,500

 
59,000

 
59,300

 
Total at-risk membership
 
8,594,800

 
8,620,400

 
8,615,100

 
8,559,300

 
4,941,600

 
TRICARE eligibles
 
2,847,000

 
2,815,700

 
2,815,700

 
2,819,700

 

 
Non-risk membership
 

 

 

 
161,400

 
166,300

 
Total
 
11,441,800

 
11,436,100

 
11,430,800

 
11,540,400

 
5,107,900

 
 
 
 
 
 
 
 
 
 
 
 
 
(1) Membership includes Medicare Advantage, Medicare Supplement, Special Needs Plans, and Medicare-Medicaid Plans.

 
 
 
 
 
 
 
 
 
 
 
 
 
NUMBER OF EMPLOYEES
 
30,500

 
29,400

 
28,900

 
28,000

 
18,200

 

14



 
Q4
 
Q3
 
Q2
 
Q1
 
Q4
 
 
2016
 
2016
 
2016
 
2016
 
2015
 
 
 
 
 
 
 
 
 
 
 
 
DAYS IN CLAIMS PAYABLE (a)
42

 
41

 
43

 
66

 
44

 
(a) Days in claims payable is a calculation of medical claims liabilities at the end of the period divided by average claims expense per calendar day for such period. On a pro-forma basis, DCP for Q1 2016 was 42, reflecting adjusted medical costs to include a full quarter of Health Net operations.
 
 
 
 
 
 
 
 
 
 
 
CASH, INVESTMENTS AND RESTRICTED DEPOSITS (in millions)
Regulated
$
8,854

 
$
7,825

 
$
7,324

 
$
7,682

 
$
3,900

 
Unregulated
264

 
268

 
196

 
139

 
78

 
Total
$
9,118

 
$
8,093

 
$
7,520

 
$
7,821

 
$
3,978

 
 
 
 
 
 
 
 
 
 
 
 
DEBT TO CAPITALIZATION
44.1
%
 
44.5
%
 
44.8
%
 
44.6
%
 
36.0
%
 
DEBT TO CAPITALIZATION EXCLUDING NON-RECOURSE DEBT (b)
43.7
%
 
44.1
%
 
44.4
%
 
44.3
%
 
34.7
%
 
(b) The non-recourse debt represents the Company's mortgage note payable ($64 million at December 31, 2016).
Debt to capitalization is calculated as follows: total debt divided by (total debt + total equity).

OPERATING RATIOS
 
Three Months Ended December 31,
 
Year Ended December 31,
 
2016
 
2015
 
2016
 
2015
HBR
84.8
%
 
88.0
%
 
86.5
%
 
88.9
%
SG&A expense ratio
10.0
%
 
8.7
%
 
9.8
%
 
8.5
%
SG&A expense ratio, excluding Health Net acquisition related expenses
9.9
%
 
8.6
%
 
9.2
%
 
8.3
%

MEDICAL CLAIMS LIABILITY

The changes in medical claims liability are summarized as follows (in millions):
Balance, December 31, 2015
 
$
2,298

Acquisitions
 
1,482

Incurred related to:
 
 
Current period
 
30,946

Prior period
 
(310
)
Total incurred
 
30,636

Paid related to:
 
 
Current period
 
28,532

Prior period
 
1,960

Total paid
 
30,492

Balance, December 31, 2016, net
 
3,924

Reinsurance recoverable
 
5

Balance, December 31, 2016
 
$
3,929


Centene's claims reserving process utilizes a consistent actuarial methodology to estimate Centene's ultimate liability. Any reduction in the “Incurred related to: Prior period” amount may be offset as Centene actuarially determines “Incurred related to: Current period.” As such, only in the absence of a consistent reserving methodology would favorable development of prior period claims liability estimates reduce medical costs. Centene believes it has consistently applied its claims reserving methodology. Additionally, as a result of minimum HBR and other return of premium programs, approximately $39 million of the “Incurred related to: Prior period” was recorded as a reduction to premium revenues.


15



The amount of the “Incurred related to: Prior period” above represents favorable development and includes the effects of reserving under moderately adverse conditions, new markets where we use a conservative approach in setting reserves during the initial periods of operations, receipts from other third party payors related to coordination of benefits and lower medical utilization and cost trends for dates of service December 31, 2015, and prior.

16