Molina Healthcare Inc.

09/23/2024 | Press release | Distributed by Public on 09/23/2024 07:01

Material Agreement Form 8 K

Item 1.01. Entry into a Material Definitive Agreement.
On September 20, 2024, Molina Healthcare, Inc. (the "Company") entered into a Second Amendment to its Credit Agreement (the "Amended Credit Agreement") among the Company, as the Borrower, the Lenders (as defined therein), and Truist Bank, as Administrative Agent, Issuing Bank and Swingline Lender. The Amended Credit Agreement amends and restates the Company's prior Credit Agreement dated as of June 8, 2020 (as amended prior to September 20, 2024, the "Prior Credit Agreement"). The terms of the Amended Credit Agreement are substantially similar to the terms of the Prior Credit Agreement, except for the following material changes to the Prior Credit Agreement:
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the definition of "Aggregate Revolving Commitments" was revised to reflect an increase in the Company's revolving credit facility from $1,000,000,000 to $1,250,000,000;
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the definition of "Applicable Margin" was revised to adjust the per annum percentages in the table set forth therein so that the applicable margins range between 0.0% to 1.00% for base rate loans and 1.00% to 2.00% for SOFR based loans, in each case based upon the Company's Consolidated Net Leverage Ratio (as defined in the Amended Credit Agreement) and the quarterly commitment fee under the Amended Credit Agreement ranges between of 0.25% to 0.35% (based upon the Company's Consolidated Net Leverage Ratio) of the unused amount of commitments under the Amended Credit Agreement;
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the definition of "Revolving Commitment Termination Date" was revised to reflect an extension of the maturity date from June 8, 2025 to September 20, 2029;
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Section 2.23 was revised to reflect an increase in the aggregate principal amount of incremental term loans that may be established under the Amended Credit Agreement from $500,000,000 to $800,000,000 plus an unlimited amount so long as the Consolidated Net Leverage Ratio is not greater than 4.00:1.00; and
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Section 6.1 was revised to permit the Company to increase its maximum quarterly required Consolidated Net Leverage Ratio from 4.00:1.00 to 4.50:1.00 for four fiscal quarters following a material acquisition.
The foregoing description of the Amended Credit Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Amended Credit Agreement attached hereto as Exhibit 10.1 and incorporated herein by reference.