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2020 Annual Report

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ANNUAL REPORT 2020 Company Profile Molina Healthcare, Inc., a FORTUNE 500 company, provides managed healthcare services under the Medicaid and Medicare programs and through the state insurance marketplaces. Through its locally operated health plans, Molina Healthcare served approximately 4.0 million members as of December 31, 2020. For more information about Molina Healthcare, please visit molinahealthcare.com. Membership Profile Membership by Line of Business Premiums by Line of Business 89% 78% Medicaid Medicaid 8% 8% Marketplace Marketplace 3% Medicare 14% Medicare Historical Highlights Premium Revenue After-Tax Margin1 Diluted Net Income (Loss) per Share ($ Millions) ‘16 16,445 ‘16 0.3% ‘16 $0.92 ‘17 18,854 ‘17 (2.6%) ‘17 ($9.07) ‘18 17,612 ‘18 3.7% ‘18 $10.61 ‘19 16,208 ‘19 4.4% ‘19 $11.47 ‘20 16,20818,299 ‘20 3.5%4.4% ‘20 $11.23 1 After-Tax Margin represents net income (loss) as a percentage of total revenue Annual Meeting The annual meeting of stockholders will be held on Thursday, May 6, 2021, at 10:00 a.m. Eastern Time live via the internet at www.virtualshareholdermeeting.com/MOH2021 A1 Molina Healthcare | Annual Report 2020 To Our Shareholders: We are pleased to report that we delivered strong results for all our stakeholders this year, despite the unprecedented challenges created by the global pandemic. We made high quality, affordable health care seamlessly available to some four million individuals, many of them in exceptionally vulnerable circumstances. At the same time, we achieved objectives across each dimension of our growth strategy by retaining all of our existing Medicaid contracts, winning a new state contract, executing on meaningfully accretive acquisitions, and producing organic growth. Our earnings per share, when adjusted to exclude the impacts of COVID, comfortably exceeded our full year guidance. Our growth “Our growth strategy strategy hit full stride with the acquisitions of Magellan Complete Care, Passport Health Plan, and Affinity Health Plan. The Magellan hit full stride with the Complete Care acquisition closed at the end of 2020 and we ensured acquisitions of Magellan a smooth transition for these 200,000 members in five states. The Passport acquisition allowed us to hit the ground running in Complete Care, Passport Kentucky with over 300,000 members following our successful Health Plan, and Affinity RFP bid. We expect to close the Affinity transaction soon, expanding our New York presence. Combined these three acquisitions are Health Plan.” expected to produce approximately $6 billion of annualized premium revenue. As we look to the future, our confidence in the growth, earnings power, and resilience of our business remains high, despite the near-term challenges and distortions caused by the global pandemic. The intrinsic growth characteristics of both our new and existing businesses are exceptionally strong. Our management team has demonstrated its ability to deliver, and will remain unrelenting, yet disciplined, in pursuit of growth through winning new states, expanding market share in our existing states, increasing penetration in high-acuity populations, and executing on accretive acquisitions in our core businesses. We will work to sustain best-in-class operating metrics and margins, drive top-line growth, and remain focused on our value-creating mission. Thank you for your ongoing support and interest in our Company. We are most grateful for the confidence you express in our team and the Company’s mission, as demonstrated by your continued ownership. Sincerely, Joseph M. Zubretsky President and Chief Executive Officer Molina Healthcare | Annual Report 2020 A2 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 Form 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File Number 1-31719 MOLINA HEALTHCARE, INC. (Exact name of registrant as specified in its charter) Delaware 13-4204626 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 200 Oceangate, Suite 100, Long Beach, California 90802 (Address of principal executive offices) (562) 435-3666 (Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Title of Each Class Trading Symbol(s) Name of Each Exchange on Which Registered Common Stock, $0.001 Par Value MOH New York Stock Exchange Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. ☒ Yes ☐ No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. ☐ Yes ☒ No Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. ☒ Yes ☐ No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). ☒ Yes ☐ No Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer ☒ Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company ☐ Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). ☐ Yes ☒ No The aggregate market value of Common Stock held by non-affiliates of the registrant as of June 30, 2020, the last business day of our most recently completed second fiscal quarter, was approximately $10.5 billion (based upon the closing price for shares of the registrant’s Common Stock as reported by the New York Stock Exchange, Inc. on June 30, 2020). As of February 12, 2021, approximately 58,000,000 shares of the registrant’s Common Stock, $0.001 par value per share, were outstanding. DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant’s Proxy Statement for the 2021 Annual Meeting of Stockholders to be held on May 6, 2021, are incorporated by reference into Part III of this Form 10-K, to the extent described therein. MOLINA HEALTHCARE, INC. 2020 FORM 10-K TABLE OF CONTENTS Page Part I Item Number 1. Business...................................................................................................................................................... 3 1A. Risk Factors................................................................................................................................................ 19 1B. Unresolved Staff Comments....................................................................................................................... Not Applicable. 2. Properties.................................................................................................................................................... 32 3. Legal Proceedings...................................................................................................................................... 32 4. Mine Safety Disclosures.............................................................................................................................. Not Applicable. Part II 5. Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities.................................................................................................................................................... 32 6. Selected Consolidated Financial Data........................................................................................................ Not Applicable. 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations....................... 35 7A. Quantitative and Qualitative Disclosures About Market Risk...................................................................... 49 8. Financial Statements and Supplementary Data.......................................................................................... 50 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure...................... Not Applicable. 9A. Controls and Procedures...........................................................................................................................
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