8-KOther EventsExhibits & Filings

CENTENE CORP 8-K Report, Corporate Update (Jan 26, 2016)

Filed January 26, 2016For Securities:CNC

Summary

Centene Corporation (CNC) filed this Form 8-K on January 26, 2016, primarily to provide updated financial information related to its pending acquisition of Health Net, Inc. The filing includes audited and unaudited financial statements for Health Net, as well as pro forma combined financial statements. This information is crucial for investors to assess the financial health of Health Net and to understand the potential combined financial picture of Centene post-acquisition. The disclosure of these financial statements is a necessary step in the regulatory and due diligence process for the merger. Investors should review these exhibits to gain a deeper understanding of Health Net's historical performance and to evaluate the strategic and financial implications of Centene's significant expansion into the managed care market through this transaction.

Key Highlights

  • 1Centene Corporation is providing financial information for Health Net, Inc. in connection with its pending acquisition.
  • 2The filing includes audited consolidated financial statements of Health Net for the years ended December 31, 2014, 2013, and 2012.
  • 3Unaudited consolidated condensed financial statements for Health Net as of September 30, 2015, and for the nine and three months ended September 30, 2015 and 2014, are also included.
  • 4Unaudited pro forma combined financial statements and related notes for the nine months ended September 30, 2015, and the year ended December 31, 2014, are provided.
  • 5This information is being disclosed to facilitate the ongoing acquisition process of Health Net, which was previously announced.
  • 6The merger agreement, dated July 2, 2015, outlines the terms for Centene's acquisition of Health Net.
  • 7The filing also includes the consent of Health Net's independent registered public accounting firm, Deloitte & Touche LLP.

Frequently Asked Questions

The main purpose of this 8-K filing is to provide essential financial information regarding Health Net, Inc., which is a target company in Centene's pending acquisition. This includes providing Health Net's historical financial statements and pro forma combined financial statements to interested parties and regulators.

This filing includes the audited consolidated financial statements of Health Net for the years 2014, 2013, and 2012, unaudited condensed consolidated financial statements as of September 30, 2015, and for the nine and three months ended September 30, 2015 and 2014, and unaudited pro forma combined financial statements as of and for the nine months ended September 30, 2015, and for the year ended December 31, 2014.

Centene Corporation announced its intention to acquire Health Net, Inc. on July 2, 2015, when it entered into the Agreement and Plan of Merger.

The pro forma combined financial statements are important for investors as they provide a hypothetical view of Centene's and Health Net's financial performance and position as if the acquisition had already occurred. This helps investors assess the potential financial impact and synergies of the merger.