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OFFON

MOLINA HEALTHCARE, INC.

(MOH)
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Molina Healthcare : MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS ("MD&A")

07/29/2021 | 09:59am EDT
FORWARD-LOOKING STATEMENTS
This quarterly report on Form 10-Q contains forward-looking statements regarding
our business, financial condition, and results of operations within the meaning
of Section 27A of the Securities Act of 1933, or Securities Act, and Section 21E
of the Securities Exchange Act of 1934, or Securities Exchange Act. Many of the
forward-looking statements are located under the heading "Management's
Discussion and Analysis of Financial Condition and Results of Operations."
Forward-looking statements provide current expectations of future events based
on certain assumptions and include any statement that does not directly relate
to any historical or current fact. Forward-looking statements can also be
identified by words such as "guidance," "future," "anticipates," "believes,"
"estimates," "expects," "growth," "intends," "plans," "predicts," "projects,"
"will," "would," "could," "can," "may," and similar terms. Readers are cautioned
not to place undue reliance on any forward-looking statements, as
forward-looking statements are not guarantees of future performance and the
Company's actual results may differ significantly due to numerous known and
unknown risks and uncertainties. Those known risks and uncertainties include,
but are not limited to, the risk factors identified in the section titled "Risk
Factors" in our 2020 Annual Report on Form 10-K, including without limitation
the following:
•the impact of the COVID-19 pandemic and its associated or indirect effects on
our business, operations, and financial results;
•significant budget pressures on state governments from diminished tax revenues
incidental to the COVID-19 pandemic and their efforts to reduce rates or limit
rate increases, to impose profit caps or risk corridors, or to recoup previously
paid premium amounts on a retroactive basis;
•the numerous political, judicial, and market-based uncertainties associated
with the Affordable Care Act (the "ACA");
•the market dynamics surrounding the ACA Marketplaces, including issues
impacting enrollment, risk adjustment estimates and results, the potential for
disproportionate enrollment of higher acuity members, and the discontinuation of
premium tax credits;
•the outcome of the legal proceedings in Kentucky with regard to the Medicaid
contract award to our Kentucky health plan and our acquisition of certain assets
of Passport;
•the success of our efforts to retain existing or awarded government contracts,
and the success of any bid submissions in response to requests for proposal,
including our contracts in California and Texas;
•subsequent adjustments to reported premium revenue based upon subsequent
developments or new information, including changes to estimated amounts payable
or receivable related to Marketplace risk adjustment;
•our ability to consummate, integrate, and realize benefits from acquisitions,
including the completed acquisitions of Magellan Complete Care and Passport, and
announced acquisitions of Affinity and of the Medicaid assets of Cigna in Texas;
•effective management of our medical costs;
•our ability to predict with a reasonable degree of accuracy utilization rates,
including utilization rates associated with COVID-19;
•cyber-attacks, ransomware attacks, or other privacy or data security incidents
resulting in an inadvertent unauthorized disclosure of protected information;
•the ability to manage our operations, including maintaining and creating
adequate internal systems and controls relating to authorizations, approvals,
provider payments, and the overall success of our care management initiatives;
•our receipt of adequate premium rates to support increasing pharmacy costs,
including costs associated with specialty drugs and costs resulting from
formulary changes that allow the option of higher-priced non-generic drugs;
•our ability to operate profitably in an environment where the trend in premium
rate increases lags behind the trend in increasing medical costs;
•the interpretation and implementation of federal or state medical cost
expenditure floors, administrative cost and profit ceilings, premium
stabilization programs, profit-sharing arrangements, and risk adjustment
provisions and requirements;
•our estimates of amounts owed for such cost expenditure floors, administrative
cost and profit ceilings, premium stabilization programs, profit-sharing
arrangements, and risk adjustment provisions and requirements;
                            Molina Healthcare, Inc. June 30, 2021 Form 10-Q | 20
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•the Medicaid expansion medical cost corridor, and any other retroactive
adjustment to revenue where methodologies and procedures are subject to
interpretation or dependent upon information about the health status of
participants other than Molina members;
•the interpretation and implementation of at-risk premium rules and state
contract performance requirements regarding the achievement of certain quality
measures, and our ability to recognize revenue amounts associated therewith;
•the success and renewal of our Medicare-Medicaid Plan ("MMP") programs in
California, Illinois, Michigan, Ohio, South Carolina, and Texas;
•the accurate estimation of incurred but not reported or paid medical costs
across our health plans;
•efforts by states to recoup previously paid and recognized premium amounts;
•changes in our annual effective tax rate, due to federal and/or state
legislation, or changes in our mix of earnings and other factors;
•complications, member confusion, eligibility redeterminations, or enrollment
backlogs related to the renewal of Medicaid coverage;
•fraud, waste and abuse matters, government audits or reviews, comment letters,
or potential investigations, and any fine, sanction, enrollment freeze,
corrective action plan, monitoring program, or premium recovery that may result
therefrom;
•our exit from Puerto Rico, including the payment in full of our outstanding
accounts receivable, the effective run-out of claims, and the return of our
capital;
•changes with respect to our provider contracts and the loss of providers;
•approval by state regulators of dividends and distributions by our health plan
subsidiaries;
•changes in funding under our contracts as a result of regulatory changes,
programmatic adjustments, or other reforms;
•high dollar claims related to catastrophic illness;
•the favorable resolution of litigation, arbitration, or administrative
proceedings;
•the relatively small number of states in which we operate health plans,
including the greater scale and revenues of our California, Ohio, Texas, and
Washington health plans;
•the failure to comply with the financial or other covenants in the Credit
Agreement or the indentures governing our outstanding notes;
•the availability of adequate financing on acceptable terms to fund and
capitalize our expansion and growth, repay our outstanding indebtedness at
maturity, and meet our general liquidity needs;
•the sufficiency of funds on hand to pay the amounts due upon maturity of our
outstanding notes;
•the failure of a state in which we operate to renew its federal Medicaid
waiver;
•changes generally affecting the managed care industry;
•increases in government surcharges, taxes, and assessments;
•the unexpected loss of the leadership of one or more of our senior executives;
and
•increasing competition and consolidation in the Medicaid industry.
Each of the terms "Molina Healthcare, Inc." "Molina Healthcare," "Company,"
"we," "our," and "us," as used herein, refers collectively to Molina Healthcare,
Inc. and its wholly owned subsidiaries, unless otherwise stated. The Company
assumes no obligation to revise or update any forward-looking statements for any
reason, except as required by law.
Readers should refer to the section entitled "Risk Factors" in our 2020 Annual
Report on Form 10-K, for a discussion of certain risk factors that could
materially affect our business, financial condition, cash flows, or results of
operations. Given these risks and uncertainties, we can give no assurance that
any results or events projected or contemplated by our forward-looking
statements will in fact occur.
This Quarterly Report on Form 10-Q and the following discussion of our financial
condition and results of operations should be read in conjunction with the
accompanying consolidated financial statements and the notes to those statements
appearing elsewhere in this report, and the audited financial statements and
Management's Discussion and Analysis appearing in our 2020 Annual Report on Form
10-K.
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OVERVIEW
Molina Healthcare, Inc., a FORTUNE 500 company, provides managed healthcare
services under the Medicaid and Medicare programs, and through the state
insurance marketplaces (the "Marketplace"). We served approximately 4.7 million
members as of June 30, 2021.
SECOND QUARTER 2021 HIGHLIGHTS
We reported net income per diluted share of $3.16 for the second quarter of
2021, with net income of $185 million, which reflected the following:
•Membership increase of 1.1 million, or 32%, compared with June 30, 2020, and a
91,000 sequential increase compared to March 31, 2021;
•Premium revenue of $6.6 billion, which increased 51% compared with the second
quarter of 2020, reflecting increased membership in Medicaid and Medicare,
consistent with our expectations, and exceeding our expectations in Marketplace;
•Consolidated medical care ratio ("MCR") was 88.4%, compared with 82.3% for the
second quarter of 2020, and increased due to the net effect of COVID, which
increased the MCR in the second quarter, but decreased the MCR in the prior year
and was higher than our expectations;
•General and administrative expense ("G&A") ratio of 7.1%, which decreased
compared with 7.5% in the second quarter of 2020, reflecting continued
discipline in cost management, which enabled us to harvest the benefits of scale
produced by our growth; and
•After-tax margin of 2.7%, which met our expectations.
We note the following factors impacting the 2021 second quarter financial
results:
•We estimate that the net effect of COVID decreased net income by approximately
$1.00 per diluted share in the second quarter of 2021, compared to an increase
of approximately $1.10 to $1.65 per diluted share in the second quarter of 2020.
•The net effect of COVID reflects higher COVID inpatient costs, lower
COVID-related utilization curtailment and the impact of the COVID risk-sharing
corridors, and impacted all our segments.
•We experienced higher than expected membership increases in Marketplace, due to
strong open enrollment. This improvement resulted from several factors,
including strong product design and competitive pricing, better than expected
natural attrition rates, and the extended open enrollment period, as described
in further detail below in "Trends and Uncertainties."

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CONSOLIDATED FINANCIAL SUMMARY
                                                    Three Months Ended June 30,                  Six Months Ended June 30,
                                                      2021                  2020                 2021                  2020

                                                                    (In millions, except per-share amounts)
Premium revenue                                 $       6,583$   4,372$      12,889$    8,676
Less: medical care costs                                5,819               3,598                 11,293                7,314
Medical margin                                            764                 774                  1,596                1,362
MCR (1)                                                  88.4  %             82.3  %                87.6  %              84.3  %

Other revenues:
Premium tax revenue                                       185                 157                    372                  307
Health insurer fees reimbursed                              -                  71                      -                  137

Investment income                                          10                  13                     19                   38
Other revenue                                              22                   5                     42                    9

General and administrative expenses                       484                 345                    957                  662
G&A ratio (2)                                             7.1  %              7.5  %                 7.2  %               7.2  %

Premium tax expenses                                      185                 157                    372                  307
Health insurer fees                                         -                  71                      -                  139
Depreciation and amortization                              31                  21                     64                   41
Other                                                       8                   2                     28                    6
Operating income                                          273                 424                    608                  698
Interest expense                                           30                  24                     60                   45
Other expense, net                                          -                   5                      -                    5
Income before income tax expense                          243                 395                    548                  648
Income tax expense                                         58                 119                    135                  194
Net income                                      $         185           $     276          $         413           $      454

Net income per share - Diluted                  $        3.16$    4.65$        7.05$     7.54

Diluted weighted average shares outstanding              58.4                59.4                   58.5                 60.2

Other Key Statistics
Ending membership                                         4.7                 3.6                    4.7                  3.6
Effective income tax rate                                24.2  %             30.0  %                24.7  %              29.9  %
After-tax margin (3)                                      2.7  %              6.0  %                 3.1  %               5.0  %


________________________
(1)  MCR represents medical care costs as a percentage of premium revenue.
(2)  G&A ratio represents general and administrative expenses as a percentage of
total revenue.
(3)  After-tax margin represents net income as a percentage of total revenue.

CONSOLIDATED RESULTS
NET INCOME AND OPERATING INCOME
Net income in the second quarter of 2021 amounted to $185 million, or $3.16 per
diluted share, compared with $276 million, or $4.65 per diluted share, in the
second quarter of 2020. We estimate that the net effect of COVID decreased net
income by approximately $1.00 per diluted share in the second quarter of 2021,
compared to an increase of approximately $1.10 to $1.65 per diluted share in the
second quarter of 2020.
Operating income of $273 million in the second quarter of 2021, was lower
compared with $424 million in the second quarter of 2020.
Net income in the six months ended June 30, 2021 amounted to $413 million, or
$7.05 per diluted share, compared with $454 million, or $7.54 per diluted share,
in the six months ended June 30, 2020. Operating income of $608
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million in the six months ended June 30, 2021, was lower compared with $698
million in the six months ended June 30, 2020.
The decrease in operating income for both periods was mainly due to the increase
in our Medicaid, Medicare, and Marketplace MCRs, due primarily to the net effect
of COVID, partially offset by membership growth and higher premium revenues in
Medicaid and Marketplace.
The second quarter of 2020 was the first full quarter of the COVID-19 pandemic,
so the year-over-year comparison with 2021 is distorted by the significant
positive net effect of COVID that characterized that phase of the pandemic.
Net income per share in the second quarter and six months ended June 30, 2021
was favorably impacted by the reduction in common shares outstanding as a result
of our share repurchases in late 2020 and early 2021. See further discussion in
"Liquidity and Financial Condition," below.
PREMIUM REVENUE
Premium revenue increased $2.2 billion, or 51%, in the second quarter of 2021,
when compared with the second quarter of 2020, and increased $4.2 billion, or
49%, in the six months ended June 30, 2021, when compared with the six months
ended June 30, 2020.
Membership increased by 1.1 million compared with June 30, 2020, which mainly
reflected increases in the Medicaid and Marketplace segments and included the
impact from the Magellan Complete Care and other acquisitions that closed in the
second half of 2020. The increase in premium revenue was net of COVID-related
risk corridors that have been enacted in several states beginning in the second
quarter of 2020.
MEDICAL CARE RATIO
The consolidated MCR in the second quarter of 2021 was 88.4%, compared with
82.3% in the second quarter of 2020. The net effect of COVID increased the
consolidated MCR by approximately 110 basis points, and reflects higher COVID
inpatient costs, lower COVID-related utilization curtailment and the impact of
the risk-sharing corridors, and impacted all our segments. In the prior year the
net effect of COVID decreased the consolidated MCR by approximately 350 basis
points, at the mid-point of the prior year range.
The consolidated MCR in the six months ended June 30, 2021 was 87.6%, compared
with 84.3% in the six months ended June 30, 2020. Similar to the quarter-to-date
consolidated MCR, the increase is due to the net effect of COVID; however, the
impacts were varied by segment.
The prior year reserve development in the second quarter and six months ended
June 30, 2021 was modestly favorable, but its impact on earnings was mostly
absorbed by the COVID-related risk corridors.
PREMIUM TAX REVENUE AND EXPENSES
The premium tax ratio (premium tax expense as a percentage of premium revenue
plus premium tax revenue) was 2.7% and 3.5% for the second quarter of 2021 and
2020, respectively, and 2.8% and 3.4% for the six months ended June 30, 2021 and
2020, respectively. The current year ratio decrease was mainly due to changes in
business mix resulting from the Magellan Complete Care and other acquisitions
closed in the second half of 2020.
INVESTMENT INCOME
Investment income decreased to $10 million in the second quarter of 2021,
compared with $13 million in the second quarter of 2020, and decreased to $19
million in the six months ended June 30, 2021, compared with $38 million in the
six months ended June 30, 2020. The year-over-year decrease was due to the
continued low interest rate environment and a temporarily higher allocation in
shorter-term invested assets during the COVID-19 pandemic, which was rescinded
effective for the second quarter of 2021.
OTHER REVENUE
Other revenue increased to $22 million in the second quarter of 2021, compared
with $5 million in the second quarter of 2020, and increased to $42 million in
the six months ended June 30, 2021, compared with $9 million in the six months
ended June 30, 2020. Beginning in the first quarter of 2021, other revenue
includes service revenue associated with the long-term services and supports
consultative services we now provide in Wisconsin, as a result of our Magellan
Complete Care acquisition. Such service revenue amounted to $18 million and $35
million in the second quarter of 2021 and six months ended June 30, 2021,
respectively.
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G&A EXPENSES
The G&A expense ratio decreased to 7.1% in the second quarter of 2021, compared
with 7.5% in the second quarter of 2020, due mainly to increased revenues and
disciplined cost management. The G&A expense ratio was 7.2% in the six months
ended June 30, 2021, consistent with the six months ended June 30, 2020, and
reflects increased integration and other costs associated with the Magellan
Complete Care and other acquisitions that closed in the second half of 2020,
offset by the impact of increased revenues.
HEALTH INSURER FEES ("HIF")
There were no HIF fees incurred or reimbursed in 2021, because the HIF was
repealed effective for years after 2020.
DEPRECIATION AND AMORTIZATION
Depreciation and amortization increased to $31 million in the second quarter of
2021, compared with $21 million in the second quarter of 2020, and increased to
$64 million in the six months ended June 30, 2021, compared with $41 million in
the six months ended June 30, 2020. The increases in both periods were due
primarily to amortization associated with acquisitions completed in the second
half of 2020.
Refer to Notes to Consolidated Financial Statements, Note 10, "Segments," for
further information.
OTHER OPERATING EXPENSES
Other operating expenses increased to $8 million in the second quarter of 2021,
compared with $2 million in the second quarter of 2020, and increased to $28
million in the six months ended June 30, 2021, compared with $6 million in the
six months ended June 30, 2020. Beginning in the first quarter of 2021, other
operating expenses include service costs associated with the long-term services
and supports consultative services we now provide in Wisconsin, as noted above.
Such service costs amounted to $15 million and $28 million in the second quarter
of 2021 and six months ended June 30, 2021, respectively.
INTEREST EXPENSE
Interest expense increased to $30 million in the second quarter of 2021,
compared with $24 million in the second quarter of 2020, and to $60 million in
the six months ended June 30, 2021, compared with $45 million in the six months
ended June 30, 2020, mainly due to the $650 million principal amount of 3.875%
Notes issued in the fourth quarter of 2020.
See further details of our financing transactions in Notes to Consolidated
Financial Statements, Note 8, "Debt," and below in "Liquidity and Financial
Condition."
INCOME TAXES
Income tax expense amounted to $58 million in the second quarter of 2021, or
24.2% of pretax income, compared with income tax expense of $119 million, or
30.0% of pretax income in the second quarter of 2020. Income tax expense
amounted to $135 million in the six months ended June 30, 2021, or 24.7% of
pretax income, compared with income tax expense of $194 million, or 29.9% of
pretax income in the six months ended June 30, 2020. The effective tax rate is
lower in 2021 mainly because the nondeductible HIF was repealed for years after
2020.

TRENDS AND UNCERTAINTIES
COVID-19 PANDEMIC
As the COVID-19 pandemic continues to evolve, its ongoing impact to our
business, results of operations, financial condition, and cash flows is
uncertain and difficult to predict. Specific trends and uncertainties related to
our Medicaid, Medicare, and Marketplace segments follow.
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Federal Economic Stabilization and Other Programs
In addition to various programs enacted in 2020 and described in our 2020 Annual
Report on Form 10-K, the $1.9 trillion American Rescue Plan Act of 2021 was
enacted on March 11, 2021. This legislation includes several components to
assist in COVID-19 vaccine testing and deployment, as well as provisions
relating to the opening of schools; direct immediate relief to working families;
and additional support for communities struggling in the wake of the pandemic.
Among its specific provisions:
•$350 billion in state and local funding;
•Funding for Medicaid and CHIP COVID-19 vaccines and treatment to be matched at
100% of the federal medical assistance percentage ("FMAP");
•Incentives for states that have not expanded Medicaid to do so;
•State flexibility to extend Medicaid eligibility to women for 12 months
postpartum;
•A temporary 10% FMAP increase for states to improve Medicaid home- and
community-based services for one year; and
•An increase to the ACA Marketplace premium subsidies for 2021 and 2022.
In addition, the Biden Administration has extended the COVID-19 related Public
Health Emergency Declaration ("PHE"). The Biden Administration has indicated the
PHE will likely remain in place throughout 2021, and that states will receive 60
days' notice before the end of the PHE to prepare for the end of emergency
authorities and the resumption of pre-PHE rules. This extension of the PHE will
continue the suspension in state Medicaid eligibility redeterminations.
Also, President Biden'sJanuary 2021 executive order providing for a three-month
Marketplace special enrollment period from February 15, 2021, to May 15, 2021,
was extended through August 15, 2021.
Due to the uncertainty as to the duration and breadth of the pandemic, we are
unable to reasonably estimate the ultimate impact of the economic stabilization
and other programs to our business, financial condition, and operating results.
Operations
Enrollment and Premium Revenue
Excluding acquisitions and our exit from Puerto Rico, we have added over 600,000
new Medicaid members since March 31, 2020, when we first began to report on the
impacts of the pandemic. We believe this membership increase was mainly due to
the suspension of redeterminations for Medicaid eligibility. We expect Medicaid
enrollment to continue to benefit from the extension of the PHE period, and the
associated pause on membership redeterminations, through the end of 2021. We
estimate that for each month the PHE is extended, it could increase our
full-year revenue estimate by $150 million.
Marketplace revenue growth is now expected to be over 70% in 2021, and we expect
to end 2021 with approximately 590,000 members.
The current rate environment is stable and rational. We continue to believe that
the risk-sharing corridors previously introduced are related to the declared PHE
and will likely be eliminated as the COVID pandemic subsides. However, the risk
corridors continue to contribute an added level of variability to our results of
operations. In the second quarter and the six months ended June 30, 2021, we
recognized approximately $56 million and $166 million, respectively, for the
impact of risk corridors enacted in several states beginning in the second
quarter of 2020, in response to the lower utilization of medical services
resulting from COVID-19.
It is possible that certain states could increase the level of existing risk
corridors, and other states could implement some form of risk corridors in the
future. Due to these uncertainties, the ultimate outcomes could differ
materially from our estimates as a result of changes in facts or further
developments, which could have an adverse effect on our consolidated financial
position, results of operations, or cash flows.
Medical Care Costs
We expect continued uncertainty regarding utilization trends as the pandemic
continues. The speed and extent to which utilization rebounds will be greatly
impacted by the economy and consumer behavior, provider capacity, and the
potential resurgence of COVID-19 infection rates. We believe that some portion
of the utilization curtailment
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experienced in the six months ended June 30, 2021 is likely the result of
service deferrals, and so these services will likely be provided to members over
the remainder of the year.
Capital and Financial Resources
We continue to monitor and assess the estimated operating and financial impact
of the COVID-19 pandemic, and as it evolves, we continue to process, assemble,
and assess member utilization information. We believe that our cash resources,
borrowing capacity available under the Credit Agreement, and cash flow generated
from operations will continue to be sufficient to withstand the financial impact
of the pandemic, and will enable us to continue to support our operations,
regulatory requirements, debt repayment obligations, and capital expenditures
for the foreseeable future. Refer to "Liquidity and Financial Condition" below
for further discussion of our capital and financial resources.
AFFORDABLE CARE ACT
In December 2018, in a case brought by the state of Texas and nineteen other
states, a federal judge in Texas held that the individual mandate of the ACA is
unconstitutional. He further held that since the individual mandate is
inseverable from the entire body of the ACA, the entire ACA is unconstitutional.
The effect of his ruling was stayed pending the appeal of the ruling to the
Fifth Circuit Court of Appeals. In December 2019, a three-judge panel of the
Fifth Circuit Court of Appeal, in a two to one decision, affirmed the District
Court's ruling that the individual mandate is unconstitutional, but remanded the
case back to the District Court for further consideration of the severability
issue. The intervenor defendant states led by California subsequently appealed
the case to the U.S. Supreme Court, which heard oral arguments in the case on
November 10, 2020. In June 2021, the Supreme Court held in a 7-2 opinion that
the states and individuals that brought the lawsuit challenging the ACA's
individual mandate did not have standing to challenge the law. Although the
Supreme Court did not reach the merits of the challenge, it vacated the District
Court's judgment and remanded the case with instructions to dismiss-effectively
ending the case.
OTHER RECENT DEVELOPMENTS
California Procurement-Medicaid. The state currently expects a final RFP to be
released at the end of 2021.
Texas Acquisition-Medicaid and Medicare. On April 22, 2021, we announced a
definitive agreement to acquire Cigna Corporation's Texas Medicaid and
Medicare-Medicaid Plan ("MMP") contracts, along with certain operating assets.
As of December 31, 2020, Cigna served approximately 48,000 members in the Texas
ABD program, also known as "STAR+PLUS," in the Hidalgo, Tarrant and Northeast
service areas, and approximately 2,000 MMP members in the Hidalgo service area,
with full year 2020 premium revenue of approximately $1.0 billion. The purchase
price for the transaction is approximately $60 million, which we intend to fund
with cash on hand. The transaction is subject to receipt of applicable federal
and state regulatory approvals and satisfaction of other customary closing
conditions. We currently expect the transaction to close in January 2022.
Ohio Procurement-Medicaid. On April 13, 2021, we announced that our Ohio health
plan subsidiary was selected as an awardee in all three regions across the state
pursuant to the Medicaid managed care request for award issued on September 30,
2020, by the Ohio Department of Medicaid. This new contract is expected to begin
in early 2022, and will offer health care coverage to Medicaid beneficiaries
through the state of Ohio's Covered Family and Children, Expansion, and ABD
programs.
For a discussion of additional segment trends, uncertainties and other
developments, refer to our 2020 Annual Report on Form 10-K, "Item 1.
Business-Our Business," and "-Legislative and Political Environment."

REPORTABLE SEGMENTS
As of June 30, 2021, we served approximately 4.7 million members eligible for
Medicaid, Medicare, and other government-sponsored healthcare programs for
low-income families and individuals, including Marketplace members, most of whom
receive government premium subsidies.
In the first quarter of 2021, we realigned our reportable operating segments to
reflect recent changes in our internal operating and reporting structure, which
is now organized by government program. These reportable segments consist of:
1) Medicaid; 2) Medicare; 3) Marketplace; and 4) Other.
The Medicaid, Medicare, and Marketplace segments represent the government-funded
or sponsored programs under which we offer managed healthcare services. The
Other segment, which is insignificant to our consolidated results of operations,
includes certain corporate amounts not associated with or allocated to the
Medicaid,
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Medicare, or Marketplace segments. Additionally, the Other segment includes
service revenues and service costs associated with the long-term services and
supports consultative services we now provide in Wisconsin, as a result of the
Magellan Complete Care acquisition on December 31, 2020.
HOW WE ASSESS PERFORMANCE
We derive our revenues primarily from health insurance premiums. Our primary
customers are state Medicaid agencies and the federal government.
The key metrics used to assess the performance of our Medicaid, Medicare, and
Marketplace segments are premium revenue, medical margin and MCR. MCR represents
the amount of medical care costs as a percentage of premium revenue. Therefore,
the underlying medical margin, or the amount earned by the Medicaid, Medicare,
and Marketplace segments after medical costs are deducted from premium revenue,
represents the most important measure of earnings reviewed by management, and is
used by our chief executive officer to review results, assess performance, and
allocate resources. The key metric used to assess the performance of our Other
segment is service margin. The service margin is equal to service revenue minus
cost of service revenue.
Management's discussion and analysis of the change in medical margin is
discussed below under "Segment Financial Performance." For more information, see
Notes to Consolidated Financial Statements, Note 10, "Segments."
SEGMENT MEMBERSHIP
The following table sets forth our membership by segment as of the dates
indicated:
                 June 30,          December 31,         June 30,
                 2021 (1)              2020               2020
Medicaid       3,928,000          3,599,000           3,122,000
Medicare         130,000            115,000             108,000
Marketplace      638,000            318,000             325,000
Total          4,696,000          4,032,000           3,555,000


____________________

(1)Approximately 200,000 members, from the Magellan Complete Care acquisition that closed on December 31, 2020, are included in the totals as of June 30, 2021, but not in prior periods.


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SEGMENT FINANCIAL PERFORMANCE
The following tables summarize premium revenue, medical margin, and MCR by
segment for the periods indicated (dollars in millions):
                                                   Three Months Ended June 30,
                                           2021                                   2020
                            Premium       Medical                   Premium      Medical
                            Revenue        Margin        MCR        Revenue       Margin        MCR
             Medicaid      $  5,034$    551       89.0  %    $ 3,375$    553       83.6  %
             Medicare           814           101       87.6           630           125       80.0
             Marketplace        735           112       84.8           367            96       74.0
             Total         $  6,583$    764       88.4  %    $ 4,372$    774       82.3  %


                                                    Six Months Ended June 30,
                                           2021                                   2020
                             Premium       Medical                  Premium      Medical
                             Revenue       Margin        MCR        Revenue      Margin        MCR
              Medicaid      $  9,874$ 1,155       88.3  %    $ 6,661$   918       86.2  %
              Medicare         1,613          178       89.0         1,264          242       80.8
              Marketplace      1,402          263       81.2           751          202       73.1
              Total         $ 12,889$ 1,596       87.6  %    $ 8,676$ 1,362       84.3  %

Medicaid

Medicaid premium revenue increased $1,659 million in the second quarter of 2021,
when compared with the second quarter of 2020. Medicaid premium revenue
increased $3,213 million in the six months ended June 30, 2021, when compared
with the six months ended June 30, 2020. The increase in both periods was mainly
due to membership growth and the impact from the Magellan Complete Care and
other acquisitions closed in the second half of 2020. Excluding the
acquisitions, the membership growth was across several states and was mainly
driven by the extension of the PHE period and the associated suspension of
membership redeterminations due to COVID-19. The overall increase was partially
offset by the impact of state risk corridors stemming from COVID-19.
As described above in "Trends and Uncertainties," we recognized approximately
$56 million and $166 million in the second quarter and six months ended June 30,
2021, respectively, for the impact of risk corridors enacted in several states
beginning in the second quarter of 2020, in response to the lower utilization of
medical services resulting from COVID-19.
The medical margin in our Medicaid program decreased $2 million in the second
quarter of 2021 when compared with the second quarter of 2020. The decrease in
margin was driven by the MCR increase discussed below, partially offset by
increased premium revenues. The medical margin in our Medicaid program increased
$237 million in the six months ended June 30, 2021 when compared with the six
months ended June 30, 2020. The increase was driven by increased premium
revenues and margin associated with the membership growth discussed above,
partially offset by the MCR increase discussed below.
The total Medicaid MCR increased to 89.0% in the second quarter of 2021, from
83.6% in the second quarter of 2020. The total Medicaid MCR increased to 88.3%
in the six months ended June 30, 2021, from 86.2% in the six months ended June
30, 2020. The net effect of COVID increased the MCR for the current year and
reflects an increase in COVID-related inpatient costs, lower COVID-related
utilization curtailment and the impact of the COVID-related risk corridors
enacted in several states as previously disclosed. In the prior year the net
effect of COVID decreased the MCR.
Medicare
Medicare premium revenue increased $184 million in the second quarter of 2021
compared to the second quarter of 2020 and increased $349 million in the six
months ended June 30, 2021 compared to the six months ended June 30, 2020,
primarily due to the impact from the Magellan Complete Care acquisition,
including higher membership and higher premium revenue PMPM. The increase was
partially offset by risk corridors, mainly in MMP, enacted in response to the
lower utilization of medical services stemming from COVID-19.
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The medical margin for Medicare decreased $24 million in the second quarter of
2021 and decreased $64 million in the six months ended June 30, 2021, when
compared with the second quarter and six months ended June 30, 2020, mainly due
to an increase in the MCR, partially offset by the increase in revenues.
The Medicare MCR increased to 87.6% in the second quarter of 2021, from 80.0% in
the second quarter of 2020. The Medicare MCR increased to 89.0% in the six
months ended June 30, 2021, from 80.8% in the six months ended June 30, 2020.
The increase for both periods in 2021 was primarily driven by the net effect of
COVID, including higher direct COVID medical costs, and the temporary
industry-wide challenge of risk scores that do not fully reflect the acuity of
our membership. COVID-related utilization curtailment drove a lower MCR for the
2020 periods.
Marketplace
Marketplace premium revenue increased $368 million in the second quarter of 2021
compared to the second quarter of 2020 and increased $651 million in the six
months ended June 30, 2021 compared to the six months ended June 30, 2020. The
increase was mainly due to higher membership, partially offset by a decrease in
premium revenue PMPM. Our Marketplace membership as of June 30, 2021, amounted
to 638,000 members, representing growth of 18,000 members sequentially, and
substantially exceeding our expectation. This improvement resulted from several
factors, including strong product design and competitive pricing, better than
expected natural attrition rates, and the extended open enrollment period. The
decrease in premium revenue PMPM was mainly driven by changes in business mix,
with an increase of members in the bronze metal tier.
The Marketplace medical margin increased $16 million in the second quarter of
2021, when compared with the second quarter of 2020 and increased $61 million in
the six months ended June 30, 2021, when compared with the six months ended June
30, 2020, primarily due to the increase in membership and premiums, partially
offset by an increase in the MCR compared to 2020.
The Marketplace MCR increased to 84.8% in the second quarter of 2021, from 74.0%
in the second quarter of 2020. The Marketplace MCR increased to 81.2% in the six
months ended June 30, 2021, from 73.1% in the six months ended June 30, 2020.
The increase for both periods resulted mainly from higher direct COVID medical
costs, due to continued COVID utilization pressure in many of our Marketplace
geographies. Additionally, the year-over-year comparisons are impacted by
COVID-related utilization curtailment that drove a lower MCR for the 2020
periods.
Other
The Other segment includes service revenues and costs associated with the
long-term services and supports consultative services we now provide in
Wisconsin, and also includes certain corporate amounts not allocated to the
Medicaid, Medicare, or Marketplace segments. Such amounts were immaterial to our
consolidated results of operations for the second quarter and six months ended
June 30, 2021 and 2020, respectively.

LIQUIDITY AND FINANCIAL CONDITION
LIQUIDITY
We manage our cash, investments, and capital structure to meet the short- and
long-term obligations of our business while maintaining liquidity and financial
flexibility. We forecast, analyze, and monitor our cash flows to enable prudent
investment management and financing within the confines of our financial
strategy.
We maintain liquidity at two levels: 1) the regulated health plan subsidiaries;
and 2) the parent company. Our regulated subsidiaries generate significant cash
flows from premium revenue, which is generally received a short time before
related healthcare services are paid. Premium revenue is our primary source of
liquidity. Thus, any decline in the receipt of premium revenue, and our
profitability, could have a negative impact on our liquidity. In the first half
of 2021, we did not experience noticeable delays to, or changes in, the timing
or level of premium receipts as a result of the COVID-19 pandemic, but there can
be no assurances that we will not experience such delays in the future. See
further discussion below in "Future Sources and Uses of Liquidity-Future
Uses-Potential Impact of COVID-19 Pandemic."
A majority of the assets held by our regulated health plan subsidiaries is in
the form of cash, cash equivalents, and investments. When available and as
permitted by applicable regulations, cash in excess of the capital needs of our
regulated health plan subsidiaries is generally paid in the form of dividends to
our parent company to be used for general corporate purposes. In the second
quarter and six months ended June 30, 2021, the parent company
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received $145 million and $219 million, respectively, in dividends and return of
capital from the regulated health plan subsidiaries. See further discussion of
dividends below in "Future Sources and Uses of Liquidity-Future Sources."
The parent company may also contribute capital to the regulated health plan
subsidiaries to satisfy minimum statutory net worth requirements, including
funding for newer health plans. In the second quarter and six months ended June
30, 2021, the parent company contributed capital of $35 million and $87 million,
respectively, to the regulated health plan subsidiaries.
Cash, cash equivalents and investments at the parent company amounted to
$564 million and $644 million as of June 30, 2021, and December 31, 2020,
respectively. The decrease as of June 30, 2021, was mainly due to our share
repurchase program. In the first quarter of 2021, we purchased an aggregate of
approximately 577,000 shares for $122 million, and we also paid $6 million to
settle shares purchased in late December 2020.
Investments
After considering expected cash flows from operating activities, we generally
invest cash of regulated subsidiaries that exceeds our expected short-term
obligations in longer term, investment-grade, and marketable debt securities to
improve our overall investment return. These investments are made pursuant to
board-approved investment policies which conform to applicable state laws and
regulations.
Our investment policies are designed to provide liquidity, preserve capital, and
maximize total return on invested assets, all in a manner consistent with state
requirements that prescribe the types of instruments in which our subsidiaries
may invest. These investment policies require that our investments have final
maturities of less than 10 years, or less than 10 years average life for
structured securities. Professional portfolio managers operating under
documented guidelines manage our investments and a portion of our cash
equivalents. Our portfolio managers must obtain our prior approval before
selling investments where the loss position of those investments exceeds certain
levels.
We believe that the risks of the COVID-19 pandemic, as they relate to our
investments, are minimal. The overall rating of our portfolio remains strong and
is rated AA. Our investment policy has directives in conjunction with state
guidelines to minimize risks and exposures in volatile markets. Additionally,
our portfolio managers assist us in navigating the current volatility in the
capital markets.
Our restricted investments are invested principally in cash, cash equivalents,
and U.S.Treasury securities; we have the ability to hold such restricted
investments until maturity. All of our unrestricted investments are classified
as current assets.
Cash Flow Activities
Our cash flows are summarized as follows:
                                                                   Six Months Ended June 30,
                                                           2021                2020              Change

                                                                         (In millions)
Net cash provided by operating activities             $     1,061$     757$     304
Net cash (used in) provided by investing activities          (408)                38               (446)

Net cash (used in) provided by financing activities (200)

       63               (263)

Net increase (decrease) in cash, cash equivalents, and restricted cash and cash equivalents

              $       453

$ 858$ (405)



Operating Activities
We typically receive capitation payments monthly, in advance of payments for
medical claims; however, government payors may adjust their payment schedules,
positively or negatively impacting our reported cash flows from operating
activities in any given period. For example, government payors may delay our
premium payments, or they may prepay the following month's premium payment.
Net cash provided by operations for the six months ended June 30, 2021 was
$1,061 million, compared with $757 million in the six months ended June 30,
2020. The $304 million increase in cash flow was due to the growth in operations
and the net impact of timing differences in government receivables and payables.
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Investing Activities
Net cash used in investing activities was $408 million in the six months ended
June 30, 2021, compared with $38 million provided by investing activities in the
six months ended June 30, 2020, a decrease in cash flow of $446 million. This
decrease in cash flow was primarily due to increased purchases of investments in
the six months ended June 30, 2021.
Financing Activities
Net cash used in financing activities was $200 million in the six months ended
June 30, 2021, compared with $63 million provided by investing activities in the
six months ended June 30, 2020, a decrease in cash flow of $263 million. In the
six months ended June 30, 2021, financing cash outflows included common stock
purchases of $128 million and $52 million for common stock withheld to settle
employee tax obligations, Additionally, we paid $23 million to settle contingent
consideration liabilities relating to our Kentucky Passport acquisition that
closed in 2020, $20 million of which has been presented as a financing cash
outflow. In the six months ended June 30, 2020, net cash paid for the common
stock purchases amounted to $453 million, partially offset by proceeds of $380
million borrowed under the term loan facility.

FINANCIAL CONDITION
We believe that our cash resources, borrowing capacity available under the
Credit Agreement as discussed further below in "Future Sources and Uses of
Liquidity-Future Sources," and internally generated funds will be sufficient to
support our operations, regulatory requirements, debt repayment obligations and
capital expenditures for at least the next 12 months.
On a consolidated basis, at June 30, 2021, our working capital was $3.2 billion,
compared with $2.9 billion at December 31, 2020. At June 30, 2021, our cash and
investments amounted to $7.0 billion, compared with $6.2 billion at December 31,
2020.
Regulatory Capital and Dividend Restrictions
Each of our regulated, wholly owned subsidiaries must maintain a minimum amount
of statutory capital determined by statute or regulations. Such statutes,
regulations and capital requirements also restrict the timing, payment and
amount of dividends and other distributions, loans or advances that may be paid
to us as the sole stockholder. To the extent our subsidiaries must comply with
these regulations, they may not have the financial flexibility to transfer funds
to us. Based upon current statutes and regulations, the minimum capital and
surplus requirement for these subsidiaries was estimated to be approximately
$1.8 billion at June 30, 2021, compared with $1.5 billion at December 31, 2020.
The aggregate capital and surplus of our wholly owned subsidiaries was in excess
of these minimum capital requirements as of both dates.
Under applicable regulatory requirements, the amount of dividends that may be
paid by our wholly owned subsidiaries without prior approval by regulatory
authorities as of June 30, 2021, was approximately $110 million in the
aggregate. The subsidiaries may pay dividends over this amount, but only after
approval is granted by the regulatory authorities.
Based on our cash and investments balances as of June 30, 2021, management
believes that our regulated wholly owned subsidiaries remain well capitalized
and exceed their regulatory minimum requirements. We have the ability, and have
committed to provide, additional capital to each of our health plans as
necessary to ensure compliance with statutory capital and surplus requirements.
Debt Ratings
Each of our high-yield senior notes is rated "BB-" by Standard & Poor's, and
"Ba3" by Moody's Investor Service, Inc. A downgrade in our ratings could
adversely affect our borrowing capacity and increase our borrowing costs.
Financial Covenants
The Credit Agreement contains customary non-financial and financial covenants,
including a net leverage ratio and an interest coverage ratio. Such ratios are
computed as defined by the terms of the Credit Agreement.
In addition, the indentures governing each of our outstanding high-yield 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. As of June 30, 2021, we were in compliance with all
financial and non-financial covenants under the Credit Agreement and other
long-term debt.

                            Molina Healthcare, Inc.June 30, 2021 Form 10-Q | 32
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FUTURE SOURCES AND USES OF LIQUIDITY
Future Sources
Our regulated subsidiaries generate significant cash flows from premium revenue,
which is generally received a short time before related healthcare services are
paid. Premium revenue is our primary source of liquidity. Thus, any decline in
the receipt of premium revenue, and our profitability, could have a negative
impact on our liquidity.
Potential Impact of COVID-19 Pandemic. Excluding acquisitions and our exit from
Puerto Rico, we have added over 600,000 new Medicaid members since March 31,
2020, when we first began to report on the impacts of the pandemic. We believe
this membership increase was mainly due to the suspension of redeterminations
for Medicaid eligibility. We expect Medicaid enrollment to continue to benefit
from the extension of the PHE period, and the associated pause on membership
redeterminations, through the end of 2021. We estimate that for each month the
PHE is extended, it could increase our full-year revenue estimate by $150
million.
Dividends from Subsidiaries. When available and as permitted by applicable
regulations, cash in excess of the capital needs of our regulated health plans
is generally paid in the form of dividends to our unregulated parent company to
be used for general corporate purposes. As a result of the COVID-19 pandemic,
state regulators could restrict the ability of our regulated health plan
subsidiaries to pay dividends to the parent company, which would reduce the
liquidity of the parent company.
Credit Agreement Borrowing Capacity. As of June 30, 2021, we had available
borrowing capacity of $1 billion under the revolving credit facility of our
Credit Agreement. In addition, the Credit Agreement provides for a $15 million
swingline sub-facility and a $100 million letter of credit sub-facility, as well
as incremental term loans available to finance certain acquisitions up to
$500 million, plus an unlimited amount of such term loans as long as our
consolidated net leverage ratio is not greater than a defined maximum. See
further discussion in the Notes to Consolidated Financial Statements, Note 8,
"Debt."
Future Uses
Common Stock Purchases. In September 2020, our board of directors authorized the
purchase of up to $500 million, in the aggregate, of our common stock. This
program is funded with cash on hand and extends through December 31, 2021. The
exact timing and amount of any repurchase is determined by management based on
market conditions and share price, in addition to other factors, and subject to
the restrictions relating to volume, price, and timing under applicable law. As
of July 29, 2021, approximately $219 million remained available to purchase our
common stock under this program through December 31, 2021.
Acquisitions. On April 22, 2021, we announced a definitive agreement to acquire
Cigna Corporation's Texas Medicaid and Medicare-Medicaid Plan ("MMP") contracts,
along with certain operating assets. As of December 31, 2020, Cigna served
approximately 48,000 members in the Texas ABD program, also known as
"STAR+PLUS," in the Hidalgo, Tarrant and Northeast service areas, and
approximately 2,000 MMP members in the Hidalgo service area, with full year 2020
premium revenue of approximately $1.0 billion. The purchase price for the
transaction is approximately $60 million, which we intend to fund with cash on
hand. The transaction is subject to receipt of applicable federal and state
regulatory approvals and satisfaction of other customary closing conditions. We
currently expect the transaction to close in January 2022.
In September 2020, we entered into a definitive agreement to acquire
substantially all of the assets of Affinity Health Plan, Inc., a Medicaid health
plan in New York. The net purchase price for the transaction is approximately
$380 million, subject to various adjustments at closing, which we intend to fund
with cash on hand. We currently expect the transaction to close in the fourth
quarter of 2021.
Potential Impact of COVID-19 Pandemic. As described above in "Trends and
Uncertainties," we have been subject to Medicaid risk corridors as a result of
the pandemic. Beginning in 2020, through June 30, 2021, various states enacted
temporary risk corridors in response to the reduced demand for medical services
stemming from COVID-19, which have resulted in a reduction of our medical
margin. In some cases, these risk corridors were retroactive to earlier periods
in 2020, or as early as the beginning of the states' fiscal years in 2019.
Beginning in the second quarter of 2020, we have recognized retroactive risk
corridors that we believe to be probable, and where the ultimate premium amount
is reasonably estimable. For the three and six months ended June 30, 2021, we
recognized approximately $56 million and $166 million, respectively, related to
such risk corridors, primarily in the Medicaid segment.
It is possible that certain states could increase the level of existing risk
corridors, and other states could implement some form of risk corridors in the
future. Due to these uncertainties, the ultimate outcomes could differ
materially
                            Molina Healthcare, Inc.June 30, 2021 Form 10-Q | 33
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from our estimates as a result of changes in facts or further developments,
which could have an adverse effect on our consolidated financial position,
results of operations, or cash flows.
Regulatory Capital Requirements and Dividend Restrictions. We have the ability,
and have committed to provide, additional capital to each of our health plans as
necessary to ensure compliance with statutory capital and surplus requirements.

CONTRACTUAL OBLIGATIONS
A summary of future obligations under our various contractual obligations and
commitments as of December 31, 2020, was disclosed in our 2020 Annual Report on
Form 10-K.
There were no significant changes to our contractual obligations and commitments
outside the ordinary course of business during the six months ended June 30,
2021.

CRITICAL ACCOUNTING ESTIMATES
When we prepare our consolidated financial statements, we use estimates and
assumptions that may affect reported amounts and disclosures; actual results
could differ from these estimates. Our critical accounting estimates relate to:
•Medical claims and benefits payable. Refer to Notes to Consolidated Financial
Statements, Note 7, "Medical Claims and Benefits Payable," for a table that
presents the components of the change in medical claims and benefits payable,
and for additional information regarding the factors used to determine our
changes in estimates for all periods presented in the accompanying consolidated
financial statements. Other than the discussion as noted above, in the six
months ended June 30, 2021 there have been no significant changes to our
disclosure reported in "Critical Accounting Estimates" in our 2020 Annual Report
on Form 10-K.
•Contractual provisions that may adjust or limit revenue or profit. For a
discussion of this topic, including amounts recorded in our consolidated
financial statements, refer to Notes to Consolidated Financial Statements, Note
2, "Significant Accounting Policies."
•Quality incentives. In the six months ended June 30, 2021, there have been no
significant changes to our disclosure reported in "Critical Accounting
Estimates" in our 2020 Annual Report on Form 10-K.
•Business combinations, goodwill, and intangible assets, net. In the first
quarter of 2021, we realigned our reportable operating segments to reflect
recent changes in our internal operating and reporting structure, which is now
organized by government program. The revised reporting structure reflects the
reporting and review process used by our chief executive officer (who is our
chief operating decision maker) to assess performance and allocate resources,
and is consistent with how we currently manage the business and view the markets
we serve. These reportable segments consist of: 1) Medicaid; 2) Medicare;
3) Marketplace; and 4) Other. Such reportable operating segments also now
constitute our reporting units in the annual assessment of goodwill impairment.
Refer to Notes to Consolidated Financial Statements, Note 10, "Segments," for a
presentation of goodwill, and intangibles assets, net, by reportable segment,
and "Critical Accounting Estimates," in our 2020 Annual Report on Form 10-K, for
further information.

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