| Condensed Financial Information of Registrant |
Condensed Financial Information of Registrant
Centene Corporation (Parent Company Only)
Condensed Balance Sheets
(In thousands, except share data)
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December 31, |
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2012 |
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2011 |
ASSETS |
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Current assets: |
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Cash and cash equivalents |
$ |
22,279 |
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$ |
28,527 |
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Short-term investments, at fair value (amortized cost $6,500 and $0, respectively) |
6,500 |
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— |
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Other current assets |
42,230 |
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36,354 |
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Total current assets |
71,009 |
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64,881 |
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Long-term investments, at fair value (amortized cost $1,356 and $4,164, respectively) |
1,356 |
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4,164 |
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Investment in subsidiaries |
1,298,648 |
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1,105,491 |
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Other long-term assets |
42,523 |
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32,105 |
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Total assets |
$ |
1,413,536 |
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$ |
1,206,641 |
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LIABILITIES AND STOCKHOLDERS' EQUITY |
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Current liabilities |
$ |
4,333 |
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$ |
3,100 |
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Long-term debt |
449,127 |
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258,617 |
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Other long-term liabilities |
6,309 |
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8,505 |
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Total liabilities |
459,769 |
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270,222 |
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Stockholders' equity: |
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Common stock, $.001 par value; authorized 100,000,000 shares; 55,339,160 issued and 52,329,248 outstanding at December 31, 2012, and 53,586,726 issued and 50,864,618 outstanding at December 31, 2011 |
55 |
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54 |
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Additional paid-in capital |
450,856 |
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421,981 |
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Accumulated other comprehensive income: |
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Unrealized gain on investments, net of tax |
5,189 |
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5,761 |
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Retained earnings |
566,820 |
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564,961 |
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Treasury stock, at cost (3,009,912 and 2,722,108 shares, respectively) |
(69,864 |
) |
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(57,123 |
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Total Centene stockholders' equity |
953,056 |
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935,634 |
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Noncontrolling interest |
711 |
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785 |
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Total stockholders' equity |
953,767 |
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936,419 |
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Total liabilities and stockholders' equity |
$ |
1,413,536 |
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$ |
1,206,641 |
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See notes to condensed financial information of registrant.
Centene Corporation (Parent Company Only)
Condensed Statements of Operations
(In thousands, except share data)
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Year Ended December 31, |
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2012 |
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2011 |
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2010 |
Expenses: |
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General and administrative expenses |
$ |
4,090 |
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$ |
4,488 |
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$ |
3,502 |
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Other income (expense): |
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Investment and other income |
19,921 |
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(8,790 |
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(4,700 |
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Interest expense |
(15,757 |
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(15,494 |
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(14,844 |
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Earnings (loss) before income taxes |
74 |
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(28,772 |
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(23,046 |
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Income tax benefit |
(9,668 |
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(12,825 |
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(8,576 |
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Net earnings (loss) before equity in subsidiaries |
9,742 |
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(15,947 |
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(14,470 |
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Equity in earnings from subsidiaries |
(7,883 |
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127,165 |
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109,306 |
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Net earnings |
$ |
1,859 |
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$ |
111,218 |
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$ |
94,836 |
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Net earnings per share from continuing operations: |
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Basic earnings per common share |
$ |
0.04 |
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$ |
2.22 |
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$ |
1.87 |
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Diluted earnings per common share |
$ |
0.03 |
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$ |
2.12 |
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$ |
1.80 |
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Weighted average number of shares outstanding: |
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Basic |
51,509,366 |
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50,198,954 |
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48,754,947 |
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Diluted |
53,714,375 |
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52,474,238 |
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50,447,888 |
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See notes to condensed financial information of registrant.
Centene Corporation (Parent Company Only)
Condensed Statements of Cash Flows
(In thousands)
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Year Ended December 31, |
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2012 |
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2011 |
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2010 |
Cash flows from operating activities: |
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Cash provided by operating activities |
$ |
327,940 |
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$ |
72,754 |
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$ |
23,504 |
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Cash flows from investing activities: |
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Net dividends from and capital contributions to subsidiaries |
(539,575 |
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(50,581 |
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(17,172 |
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Purchase of investments |
(7,320 |
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(21,915 |
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(86,549 |
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Sales and maturities of investments |
30,000 |
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11,111 |
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90,121 |
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Acquisitions, net of cash acquired |
— |
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(1,773 |
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(48,656 |
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Proceeds from asset sales |
— |
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— |
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13,420 |
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Net cash used in investing activities |
(516,895 |
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(63,158 |
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(48,836 |
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Cash flows from financing activities: |
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Proceeds from borrowings |
400,500 |
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419,183 |
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91,000 |
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Payment of long-term debt and notes payable |
(215,000 |
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(413,644 |
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(115,000 |
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Proceeds from exercise of stock options |
15,912 |
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15,815 |
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3,419 |
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Common stock offering |
— |
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— |
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104,534 |
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Common stock repurchases |
(12,741 |
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(7,809 |
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(3,224 |
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Debt issue costs |
(3,623 |
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(9,242 |
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— |
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Distribution to noncontrolling interest |
— |
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— |
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(8,158 |
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Contributions from noncontrolling interest |
1,092 |
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813 |
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771 |
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Purchase of noncontrolling interest |
(14,429 |
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— |
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(48,257 |
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Excess tax benefits from stock compensation |
10,996 |
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4,435 |
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963 |
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Net cash provided by financing activities |
182,707 |
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9,551 |
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26,048 |
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Net increase (decrease) in cash and cash equivalents |
(6,248 |
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19,147 |
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716 |
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Cash and cash equivalents, beginning of period
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28,527 |
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9,380 |
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8,664 |
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Cash and cash equivalents, end of period
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$ |
22,279 |
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$ |
28,527 |
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$ |
9,380 |
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See notes to condensed financial information of registrant.
Notes to Condensed Financial Information of Registrant
Note A - Basis of Presentation and Significant Accounting Policies
The parent company only financial statements should be read in conjunction with Centene Corporation's audited consolidated financial statements and the notes to consolidated financial statements included in this Form 10-K.
The parent company's investment in subsidiaries is stated at cost plus equity in undistributed earnings of the subsidiaries. The parent company's share of net income of its unconsolidated subsidiaries is included in income using the equity method of accounting. Certain unrestricted subsidiaries receive monthly management fees from our restricted subsidiaries. The management and service fees received by our unrestricted subsidiaries are associated with all of the functions required to manage the restricted subsidiaries including but not limited to salaries and wages for all personnel, rent, utilities, medical management, provider contracting, compliance, member services, claims processing, information technology, cash management, finance and accounting, and other services. The management fees are based on a percentage of the restricted subsidiaries revenue.
Due to our centralized cash management function, all cash flows generated by our unrestricted subsidiaries, including management fees, are transferred to the parent company, primarily to repay borrowings on the parent company's revolving credit facility. The parent company may also utilize the cash flow to make acquisitions, fund capital contributions to subsidiaries and fund its operations. During the years ended December 31, 2012, 2011 and 2010, cash flows received by the parent from unrestricted subsidiaries was $318,198, $88,701, and $37,974 and was included in cash flows from operating activities.
Certain amounts presented in the parent company only financial statements are eliminated in the consolidated financial statements of Centene Corporation.
Note B - Dividends
During 2012, 2011 and 2010, the Registrant received dividends from its subsidiaries totaling $29,000, $69,100 and $67,900, respectively.
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