a50559629.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 

 

FORM 8-K


 
Current Report
 
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
 
Date of Report (Date of earliest event reported):  February 11, 2013


 
MOLINA HEALTHCARE, INC.
(Exact name of registrant as specified in its charter)
 
Delaware
(State of Incorporation)
 
1-31719
(Commission
File Number)
 
13-4204626
(IRS Employer
Identification No.)
 
200 Oceangate, Suite 100, Long Beach, California 90802
(Address of principal executive offices)
 
Registrant’s telephone number, including area code: (562) 435-3666
 
 

 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
 
o
Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 
 

 
 
Item 8.01  Other Events
 
On February 11, 2013, Molina Healthcare, Inc. (the “Company”) issued a press release announcing it intends to privately offer, subject to market and other conditions, $325 million aggregate principal amount of cash convertible senior notes due January 2020.  The notes are to be offered and sold only to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended.  The Company also expects to grant the initial purchasers of the notes an option to purchase up to an additional $50 million aggregate principal amount of such notes, solely to cover over-allotments, if any.  The full text of the press release is attached as Exhibit 99.1.
 
Item  9.01  Exhibits
 
Exhibit No.
 
Description
      99.1
 
Press release of Molina Healthcare, Inc. issued February 11, 2013.
 
 
 
 

 
 
SIGNATURE
 
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
     
   
MOLINA HEALTHCARE, INC.
   
Date: February 11, 2013
 
By:    /s/ Jeff D. Barlow
   
Jeff D. Barlow
Sr. Vice President – General Counsel, and Secretary
 
 
 
 

 
 
EXHIBIT INDEX
 
 
Exhibit
No.
 
Description
     
99.1
 
Press release of Molina Healthcare, Inc. issued February 11, 2013.