Summary
Centene Corporation (CNC) filed an 8-K on January 15, 2020, primarily to announce the extension of the expiration date for their tender offers and consent solicitations related to WellCare Health Plans, Inc. notes. The offers, which allow holders of WellCare Notes to exchange them for new Centene notes and cash, were extended from January 14, 2020, to January 21, 2020. This extension is a procedural step, as Centene had already received the necessary consents to amend the indentures governing the WellCare Notes.
Key Highlights
- 1Extension of expiration date for WellCare Notes exchange offers and consent solicitations.
- 2New expiration date set for January 21, 2020.
- 3Offers involve exchanging WellCare Notes for Centene notes and cash, up to an aggregate principal amount of $1,950,000,000.
- 4Centene received requisite consents on November 14, 2019, to amend the indentures for WellCare Notes.
- 5Amendments eliminate substantially all restrictive covenants and certain events of default.
- 6The effectiveness of the supplemental indentures is contingent upon the settlement date of the Exchange Offers.
Frequently Asked Questions
The main purpose of this 8-K filing is to inform investors about the extension of the deadline for Centene's offers to exchange WellCare Health Plans, Inc. notes and solicit consents for indenture amendments.
The Exchange Offers allow holders of WellCare Notes to swap their existing WellCare notes for new Centene notes and some cash. The consent solicitations aim to get WellCare noteholders' approval to amend the terms of the existing WellCare indentures.
Centene has received the necessary consents and executed supplemental indentures to amend the WellCare notes. These amendments will remove most restrictive covenants and certain default provisions, but they will only become effective once the exchange offers are settled.
Centene is offering to exchange up to an aggregate principal amount of $1,950,000,000 of its new notes for the WellCare Notes.