Debt

12 Months Ended

Dec. 31, 2021

Contractual maturities of debt, as of December 31, 2021, are illustrated in the following table. All amounts represent the principal amounts of the debt instruments outstanding.


	Total		2022		2023		2024		2025		2026		Thereafter

	(In millions)
4.375% Notes due 2028	$	800	$	—	$	—	$	—	$	—	$	—	$	800
3.875% Notes due 2030	650		—		—		—		—		—		650
3.875% Notes due 2032	750		—		—		—		—		—		750
Total	$	2,200	$	—	$	—	$	—	$	—	$	—	$	2,200

All our debt is held at the parent which is reported in the Other segment. The following table summarizes our outstanding debt obligations, all of which are non-current as of the dates reported below:


	December 31,
	2021		2020

	(In millions)




Non-current portion of long-term debt:
5.375% Notes due 2022	$	—	$	700
4.375% Notes due 2028	800		800
3.875% Notes due 2030	650		650
3.875% Notes due 2032	750		—
Less: debt issuance costs	(27)		(23)
Total	$	2,173	$	2,127

Credit Agreement

We are party to a credit agreement (the “Credit Agreement”) which includes a revolving credit facility (“Credit Facility”) of $1.0 billion, among other provisions. The Credit Agreement has a term of five years, and all amounts outstanding will be due and payable on June 8, 2025. Borrowings under the Credit Agreement bear interest based, at our election, on a base rate or other defined rate, plus in each case, the applicable margin. In addition to interest payable on the principal amount of indebtedness outstanding from time to time under the Credit Agreement, we are required to pay a quarterly commitment fee.

The Credit Agreement contains customary non-financial and financial covenants. As of December 31, 2021, we were in compliance with all financial and non-financial covenants under the Credit Agreement and other long-term debt. As of December 31, 2021, no amounts were outstanding under the Credit Facility.

Senior Notes

Our senior notes are described below. Each of these notes are senior unsecured obligations of Molina and rank equally in right of payment with all existing and future senior debt, and senior to all existing and future subordinated debt of Molina. In addition, each of the notes contain customary non-financial covenants and change of control provisions.

The indentures governing the senior notes contain cross-default provisions that are triggered upon default by us or any of our subsidiaries on any indebtedness in excess of the amount specified in the applicable indenture.

5.375% Notes due 2022. In December 2021, we completed the early redemption of the entire $700 million aggregate principal amount of senior notes (the “5.375% Notes”) that would have been due November 15, 2022. In accordance with the indenture governing such notes, the 5.375% Notes were settled at 100% of par, plus an early redemption premium which amounted to $23 million, plus accrued and unpaid interest. In conjunction with the redemption we wrote off $2 million in unamortized deferred issuance costs directly related to the 5.375% Notes.

4.375% Notes due 2028. We have $800 million aggregate principal amount of senior notes (the “4.375% Notes”) outstanding as of December 31, 2021, which are due June 15, 2028, unless earlier redeemed. Interest, at a rate of 4.375% per annum, is payable semiannually in arrears on June 15 and December 15.

3.875% Notes due 2030. We have $650 million aggregate principal amount of senior notes (the “3.875% Notes due 2030”) outstanding as of December 31, 2021, which are due November 15, 2030, unless earlier redeemed. Interest, at a rate of 3.875% per annum, is payable semiannually in arrears on May 15 and November 15.

3.875% Notes due 2032. On November 16, 2021, we completed the private offering of $750 million aggregate principal amount of senior notes (the “3.875% Notes due 2032”) due May 15, 2032, unless earlier redeemed. The 3.875% Notes due 2032 contain optional early redemption provisions, with redemption prices in excess of par. Interest, at a rate of 3.875% per annum, is payable semiannually in arrears on May 15 and November 15 of each year, commencing on May 15, 2022. A large majority of the net proceeds from the 3.875% Notes due 2032 offering was used to repay $700 million principal amount outstanding under the 5.375% Notes, and the balance is intended to be used for general corporate purposes. Deferred issuance costs amounted to $10 million.

In 2021, we recognized an aggregate loss on debt repayment of $25 million including costs incurred in the early redemption of the 5.375% Notes described above. In 2020, we recognized an aggregate loss on debt repayment of $15 million including costs incurred in repayment of the term loan facility, the early redemption of the entire

$330 million aggregate principal amount of our senior notes that would have been due in June 2025, and other financing transactions. These costs are located within other expenses (income), net within our consolidated statements of income.