8-KOther EventsExhibits & Filings

Elevance Health, Inc. 8-K Report, Corporate Update (Mar 17, 2021)

Filed March 17, 2021For Securities:ELV

Summary

Elevance Health, Inc. (formerly Anthem, Inc.) announced the closing of a significant notes offering on March 17, 2021. The company successfully raised approximately $3.46 billion in net proceeds by issuing four series of notes with varying maturities and coupon rates: 0.450% Notes due 2023, 1.500% Notes due 2026, 2.550% Notes due 2031, and 3.600% Notes due 2051. These proceeds are intended for general corporate purposes, including working capital, potential acquisitions, debt repayment, and share repurchases. This debt issuance provides Elevance Health with substantial financial flexibility. The company can strategically deploy these funds to enhance its business operations, pursue growth opportunities, and return value to shareholders through stock buybacks. The terms of the notes, including interest payment schedules, redemption options, and provisions for default and change of control, are detailed, offering transparency into the company's financial management and commitment to its debt obligations. Investors should note the maturity dates and the company's ability to redeem these notes under specific conditions.

Key Highlights

  • 1Elevance Health closed a notes offering totaling $3.5 billion ($500M 2023 Notes, $750M 2026 Notes, $1B 2031 Notes, $1.25B 2051 Notes).
  • 2Net proceeds of approximately $3,461.9 million were raised after deducting underwriting discounts and offering expenses.
  • 3Proceeds are earmarked for working capital and general corporate purposes, including acquisitions, debt repayment, and share repurchases.
  • 4The notes carry varying interest rates and maturity dates, ranging from 0.450% due 2023 to 3.600% due 2051.
  • 5The company has the right to redeem the notes under specific conditions, either partially or in full, with call protection periods and associated premiums.
  • 6A change of control event, coupled with a below investment grade rating downgrade by major credit agencies, triggers an offer to purchase the notes at 101% of principal.

Frequently Asked Questions

Elevance Health closed its sale of Notes with an aggregate principal amount totaling $3.5 billion across four series: $500 million of 0.450% Notes due 2023, $750 million of 1.500% Notes due 2026, $1,000 million of 2.550% Notes due 2031, and $1,250 million of 3.600% Notes due 2051.

The net proceeds of approximately $3,461.9 million are intended for working capital and general corporate purposes. This includes, but is not limited to, funding potential acquisitions, repaying existing short-term and long-term debt, and repurchasing the company's common stock under its share repurchase program.

The notes have the following maturity dates and coupon rates: 0.450% Notes due March 15, 2023; 1.500% Notes due March 15, 2026; 2.550% Notes due March 15, 2031; and 3.600% Notes due March 15, 2051.

Elevance Health has the right to redeem the notes prior to their respective maturity dates or Par Call Dates (defined dates prior to maturity for longer-term notes). The redemption price is calculated based on the greater of 100% of the principal amount or the present value of remaining payments, plus accrued interest. This redemption is subject to specific conditions and an applicable Treasury Rate plus a basis point spread that varies by note series. On or after the applicable Par Call Date for the 2026, 2031, and 2051 notes, they can be redeemed at 100% of the principal amount plus accrued interest.