Document_And_Entity_Informatio
Document And Entity Information (USD $) | 12 Months Ended | ||
In Billions, except Share data, unless otherwise specified | Dec. 31, 2014 | Feb. 20, 2015 | Jun. 30, 2014 |
Document And Entity Information [Abstract] | |||
Entity Registrant Name | CENTENE CORP | ||
Entity Central Index Key | 1071739 | ||
Current Fiscal Year End Date | -19 | ||
Entity Filer Category | Large Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | 31-Dec-14 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | FALSE | ||
Entity Public Float | $4.40 | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Common Stock, Shares Outstanding | 118,820,237 |
Consolidated_Balance_Sheets
Consolidated Balance Sheets (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents of continuing operations | $1,546 | $974 |
Cash and cash equivalents of discontinued operations | 64 | 64 |
Total cash and cash equivalents | 1,610 | 1,038 |
Premium and related receivables | 912 | 429 |
Short term investments | 177 | 102 |
Other current assets | 324 | 217 |
Other current assets of discontinued operations | 11 | 14 |
Total current assets | 3,034 | 1,800 |
Long term investments | 1,280 | 792 |
Restricted deposits | 100 | 47 |
Property, software and equipment, net | 445 | 395 |
Goodwill | 754 | 348 |
Intangible assets, net | 120 | 49 |
Other long term assets | 80 | 60 |
Long term assets of discontinued operations | 25 | 38 |
Total assets | 5,838 | 3,529 |
Current liabilities: | ||
Medical claims liability | 1,723 | 1,112 |
Accounts payable and accrued expenses | 751 | 338 |
Return of premium payable | 236 | 38 |
Unearned revenue | 168 | 38 |
Current portion of long term debt | 5 | 3 |
Current liabilities of discontinued operations | 17 | 30 |
Total current liabilities | 2,900 | 1,559 |
Long term debt | 888 | 666 |
Other long term liabilities | 158 | 60 |
Long term liabilities of discontinued operations | 1 | 1 |
Total liabilities | 3,947 | 2,286 |
Commitments and contingencies | ||
Redeemable noncontrolling interest | 148 | 0 |
Stockholders' equity: | ||
Common stock, $.001 par value; authorized 200,000,000 shares; 124,274,864 issued and 118,433,416 outstanding at December 31, 2014, and 117,346,430 issued and 110,638,478 outstanding at December 31, 2013 | 0 | 0 |
Additional paid-in capital | 840 | 594 |
Accumulated other comprehensive income: | ||
Accumulated other comprehensive loss | -1 | -3 |
Retained earnings | 1,003 | 732 |
Treasury stock, at cost (5,841,448 and 6,707,952 shares, respectively) | -98 | -89 |
Total Centene stockholders’ equity | 1,744 | 1,234 |
Noncontrolling interest | -1 | 9 |
Total stockholders’ equity | 1,743 | 1,243 |
Total liabilities and stockholders’ equity | $5,838 | $3,529 |
Consolidated_Balance_Sheets_Pa
Consolidated Balance Sheets (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Stockholders' equity: | ||
Preferred Stock, Par or Stated Value Per Share | $0.00 | $0.00 |
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 |
Preferred Stock, Shares Issued | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 124,274,864 | 117,346,430 |
Common stock, shares outstanding | 118,433,416 | 110,638,478 |
Treasury stock, at cost | 5,841,448 | 6,707,952 |
Consolidated_Statements_Of_Ope
Consolidated Statements Of Operations (USD $) | 12 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Revenues: | |||
Premium | $14,198 | $10,153 | $7,569 |
Service | 1,469 | 373 | 113 |
Premium and service revenues | 15,667 | 10,526 | 7,682 |
Premium tax and health insurer fee | 893 | 337 | 428 |
Total revenues | 16,560 | 10,863 | 8,110 |
Expenses: | |||
Medical costs | 12,678 | 8,995 | 6,781 |
Cost of services | 1,280 | 327 | 88 |
General and administrative expenses | 1,314 | 931 | 677 |
Premium tax expense | 698 | 333 | 428 |
Health insurer fee expense | 126 | 0 | 0 |
Impairment loss | 0 | 0 | 28 |
Total operating expenses | 16,096 | 10,586 | 8,002 |
Earnings from operations | 464 | 277 | 108 |
Other income (expense): | |||
Investment and other income | 28 | 19 | 35 |
Interest expense | -35 | -27 | -20 |
Earnings from continuing operations, before income tax expense | 457 | 269 | 123 |
Income tax expense | 196 | 107 | 47 |
Earnings from continuing operations, net of income tax expense | 261 | 162 | 76 |
Net earnings (loss) | 264 | 166 | -11 |
(Earnings) loss attributable to noncontrolling interests | 7 | -1 | 13 |
Net earnings attributable to Centene Corporation | 271 | 165 | 2 |
Amounts attributable to Centene Corporation common shareholders: | |||
Earnings from continuing operations, net of income tax expense | 268 | 161 | 89 |
Discontinued operations, net of income tax expense (benefit) of $1, $2, and $(48), respectively | 3 | 4 | -87 |
Net earnings | $271 | $165 | $2 |
Basic: | |||
Continuing operations | $2.30 | $1.49 | $0.86 |
Discontinued operations | $0.03 | $0.03 | ($0.84) |
Basic earnings per common share | $2.33 | $1.52 | $0.02 |
Diluted: | |||
Continuing operations | $2.23 | $1.43 | $0.83 |
Discontinued operations | $0.02 | $0.04 | ($0.81) |
Diluted earnings per common share | $2.25 | $1.47 | $0.02 |
Weighted average number of common shares outstanding: | |||
Basic | 116,345,764 | 108,253,090 | 103,018,732 |
Diluted | 120,360,212 | 112,494,346 | 107,428,750 |
Consolidated_Statements_Of_Ope1
Consolidated Statements Of Operations Consolidated Statements of Operations (Parenthetical) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Consolidated Statements of Operations [Abstract] | |||
Discontinued Operation, Tax Effect of Discontinued Operation | $1 | $2 | ($48) |
Consolidated_Statement_Of_Comp
Consolidated Statement Of Comprehensive Earnings (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Statement of Comprehensive Income [Abstract] | |||
Net earnings (loss) | $264 | $166 | ($11) |
Reclassification adjustment, net of tax | 0 | -1 | -2 |
Change in unrealized gain (loss) on investments, net of tax | 3 | -7 | 1 |
Foreign currency translation adjustments, net of tax | -1 | 0 | 0 |
Other comprehensive earnings (loss) | 2 | -8 | -1 |
Comprehensive earnings (loss) | 266 | 158 | -12 |
Comprehensive (earnings) loss attributable to the noncontrolling interest | 7 | -1 | 13 |
Comprehensive earnings attributable to Centene Corporation | $273 | $157 | $1 |
Consolidated_Statement_Of_Stoc
Consolidated Statement Of Stockholders' Equity (USD $) | Total | Centene Stockholders' Equity - Common Stock [Member] | Centene Stockholders' Equity - Additional Paid-In Capital [Member] | Centene Stockholders' Equity - Accumulated Other Comprehensive Income [Member] | Centene Stockholders' Equity - Retained Earnings [Member] | Centene Stockholders' Equity - Treasury Stock [Member] | Noncontrolling Interest [Member] |
In Millions, except Share data, unless otherwise specified | |||||||
Balance at Dec. 31, 2011 | $937 | $0 | $422 | $6 | $565 | ($57) | $1 |
Balance (in shares) at Dec. 31, 2011 | 107,173,452 | 5,444,216 | |||||
Comprehensive Earnings: | |||||||
Net earnings (loss) | -11 | 2 | -13 | ||||
Change in unrealized investment gain, net of tax | -1 | -1 | |||||
Foreign currency translation adjustments, net of tax | 0 | ||||||
Comprehensive earnings (loss) | -12 | ||||||
Common stock issued for employee benefit plans | 17 | 0 | 17 | ||||
Common stock issued for employee benefit plans (in shares) | 3,504,868 | ||||||
Common stock repurchases | -13 | -13 | |||||
Common stock repurchases (in shares) | 575,608 | ||||||
Stock compensation expense | 25 | 25 | |||||
Excess tax benefit from stock compensation | 11 | 11 | |||||
Purchase of noncontrolling interest | -12 | -24 | 12 | ||||
Contribution from noncontrolling interest | 1 | 1 | |||||
Reclassification to redeemable noncontrolling interest | 0 | ||||||
Balance at Dec. 31, 2012 | 954 | 0 | 451 | 5 | 567 | -70 | 1 |
Balance (in shares) at Dec. 31, 2012 | 110,678,320 | 6,019,824 | |||||
Comprehensive Earnings: | |||||||
Net earnings (loss) | 166 | 165 | 1 | ||||
Change in unrealized investment gain, net of tax | -8 | -8 | |||||
Foreign currency translation adjustments, net of tax | 0 | ||||||
Comprehensive earnings (loss) | 158 | ||||||
Common stock issued for acquisitions | 75 | 0 | 75 | ||||
Common stock issued for stock offering | 15 | 0 | 15 | ||||
Common stock issued for stock offering (in shares) | 685,280 | ||||||
Common stock issued for employee benefit plans | 10 | 0 | 10 | ||||
Common stock issued for employee benefit plans (in shares) | 2,549,450 | ||||||
Common stock repurchases | -19 | -19 | |||||
Common stock repurchases (in shares) | 688,128 | 688,128 | |||||
Stock compensation expense | 37 | 37 | |||||
Excess tax benefit from stock compensation | 6 | 6 | |||||
Contribution from noncontrolling interest | 7 | 7 | |||||
Reclassification to redeemable noncontrolling interest | 0 | ||||||
Balance at Dec. 31, 2013 | 1,243 | 0 | 594 | -3 | 732 | -89 | 9 |
Balance (in shares) at Dec. 31, 2013 | 110,638,478 | 117,346,430 | 6,707,952 | ||||
Comprehensive Earnings: | |||||||
Net earnings (loss) | 264 | 271 | -1 | ||||
Net Income (Loss), Including Portion Attributable to Nonredeemable Noncontrolling Interest | 270 | ||||||
Change in unrealized investment gain, net of tax | 3 | 3 | |||||
Foreign currency translation adjustments, net of tax | -1 | -1 | |||||
Comprehensive earnings (loss) | 266 | ||||||
Total comprehensive earnings | 272 | ||||||
Common stock issued for acquisitions | 190 | 0 | 170 | 20 | |||
Common stock issued for acquisitions (in shares) | 4,486,434 | -1,492,738 | |||||
Common stock issued for employee benefit plans | 9 | 0 | 9 | ||||
Common stock issued for employee benefit plans (in shares) | 2,442,000 | ||||||
Common stock repurchases | -29 | -29 | |||||
Common stock repurchases (in shares) | 626,234 | 626,234 | |||||
Stock compensation expense | 48 | 48 | |||||
Excess tax benefit from stock compensation | 19 | 19 | |||||
Contribution from noncontrolling interest | 0 | ||||||
Reclassification to redeemable noncontrolling interest | -9 | ||||||
Balance at Dec. 31, 2014 | $1,743 | $0 | $840 | ($1) | $1,003 | ($98) | ($1) |
Balance (in shares) at Dec. 31, 2014 | 118,433,416 | 124,274,864 | 5,841,448 |
Consolidated_Statements_Of_Sto
Consolidated Statements Of Stockholders' Equity (Parenthetical) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Consolidated Statement of Stockholders' Equity (Parenthetical) [Abstract] | |||
Tax on unrealized investment gain | $1 | ($4) | $0 |
Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Tax | $0 | $0 | $0 |
Consolidated_Statements_Of_Cas
Consolidated Statements Of Cash Flows (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Cash flows from operating activities: | |||
Net earnings (loss) | $264 | $166 | ($11) |
Adjustments to reconcile net earnings (loss) to net cash provided by operating activities | |||
Depreciation and amortization | 89 | 67 | 66 |
Stock compensation expense | 48 | 37 | 25 |
Impairment loss | 0 | 0 | 28 |
Gain on sale of investment in convertible note | 0 | 0 | -18 |
Deferred income taxes | -42 | -2 | -14 |
Changes in assets and liabilities | |||
Premium and related receivables | -463 | -143 | -117 |
Other current assets | -5 | -80 | -37 |
Other assets | -8 | -1 | 3 |
Medical claims liabilities | 609 | 172 | 360 |
Unearned revenue | 129 | 3 | 25 |
Accounts payable and accrued expenses | 506 | 152 | -22 |
Other operating activities | 96 | 11 | -9 |
Net cash provided by operating activities | 1,223 | 382 | 279 |
Cash flows from investing activities: | |||
Capital expenditures | -103 | -68 | -82 |
Purchases of investments | -1,015 | -790 | -696 |
Sales and maturities of investments | 406 | 579 | 590 |
Investments in acquisitions, net of cash acquired | -136 | -63 | 0 |
Net cash used in investing activities | -848 | -342 | -188 |
Cash flows from financing activities: | |||
Proceeds from exercise of stock options | 8 | 9 | 16 |
Proceeds from borrowings | 1,875 | 180 | 400 |
Proceeds from stock offering | 0 | 15 | 0 |
Payment of long term debt | -1,674 | -41 | -218 |
Excess tax benefits from stock compensation | 19 | 6 | 11 |
Common stock repurchases | -29 | -19 | -13 |
Contribution from noncontrolling interest | 6 | 8 | 1 |
Purchase of noncontrolling interest | 0 | 0 | -14 |
Debt issue costs | -7 | -4 | -4 |
Net cash provided by financing activities | 198 | 154 | 179 |
Effect of exchange rate changes on cash and cash equivalents | -1 | 0 | 0 |
Net increase in cash and cash equivalents | 572 | 194 | 270 |
Cash and cash equivalents, beginning of period | 1,038 | 844 | 574 |
Cash and cash equivalents, end of period | 1,610 | 1,038 | 844 |
Supplemental disclosures of cash flow information: | |||
Interest paid | 40 | 30 | 22 |
Income taxes paid | 237 | 85 | 43 |
Equity issued in connection with acquisition | $190 | $75 | $0 |
Organization_And_Operations
Organization And Operations | 12 Months Ended |
Dec. 31, 2014 | |
Organization And Operations [Abstract] | |
Organization and Operations | Organization and Operations |
Centene Corporation, or the Company, is a diversified, multi-national healthcare enterprise operating in two segments: Managed Care and Specialty Services. The Managed Care segment provides Medicaid and Medicaid-related health plan coverage to individuals through the government subsidized programs, including Medicaid, the State Children's Health Insurance Program (CHIP), Long Term Care (LTC), Foster Care, dual-eligible individuals (Duals) in Medicare Special Needs Plans and the Supplemental Security Income Program, also known as the Aged, Blind or Disabled Program, or collectively ABD and the Health Insurance Marketplace. The Specialty Services segment consists of our specialty companies offering auxiliary healthcare services and products to state programs, healthcare organizations, employer groups and other commercial organizations, as well as to our own subsidiaries. | |
On February 2, 2015, the Board of Directors declared a two-for-one split of Centene's common stock in the form of a 100% stock dividend distributed February 19, 2015 to stockholders of record on February 12, 2015. All share, per share and stock price information presented in this Form 10-K has been adjusted for the two-for-one stock split. |
Summary_Of_Significant_Account
Summary Of Significant Accounting Policies | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Summary Of Significant Accounting Policies [Abstract] | ||||||||||||
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies | |||||||||||
Principles of Consolidation | ||||||||||||
The accompanying consolidated financial statements include the accounts of Centene Corporation and all majority owned subsidiaries and subsidiaries over which the Company exercises the power and control to direct activities significantly impacting financial performance. All material intercompany balances and transactions have been eliminated. The assets, liabilities and results of operations of Kentucky Spirit Health Plan are classified as discontinued operations for all periods presented. | ||||||||||||
Certain amounts in the consolidated financial statements have been reclassified to conform to the 2014 presentation. These reclassifications have no effect on net earnings or stockholders' equity as previously reported. | ||||||||||||
Use of Estimates | ||||||||||||
The preparation of financial statements in conformity with generally accepted accounting principles in the United States, or GAAP, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Future events and their effects cannot be predicted with certainty; accordingly, the accounting estimates require the exercise of judgment. The accounting estimates used in the preparation of the consolidated financial statements will change as new events occur, as more experience is acquired, as additional information is obtained and as the operating environment changes. The Company evaluates and updates its assumptions and estimates on an ongoing basis and may employ outside experts to assist in our evaluation, as considered necessary. Actual results could differ from those estimates. | ||||||||||||
Cash and Cash Equivalents | ||||||||||||
Investments with original maturities of three months or less are considered to be cash equivalents. Cash equivalents consist of money market funds and bank certificates of deposit and savings accounts. | ||||||||||||
The Company maintains amounts on deposit with various financial institutions, which may exceed federally insured limits. However, management periodically evaluates the credit-worthiness of those institutions, and the Company has not experienced any losses on such deposits. | ||||||||||||
Investments | ||||||||||||
Short term investments include securities with maturities greater than three months to one year. Long term investments include securities with maturities greater than one year. | ||||||||||||
Short term and long term investments are generally classified as available for sale and are carried at fair value. Certain equity investments are recorded using the cost or equity method. Unrealized gains and losses on investments available for sale are excluded from earnings and reported in accumulated other comprehensive income, a separate component of stockholders' equity, net of income tax effects. Premiums and discounts are amortized or accreted over the life of the related security using the effective interest method. The Company monitors the difference between the cost and fair value of investments. Investments that experience a decline in value that is judged to be other than temporary are written down to fair value and a realized loss is recorded in investment and other income. To calculate realized gains and losses on the sale of investments, the Company uses the specific amortized cost of each investment sold. Realized gains and losses are recorded in investment and other income. | ||||||||||||
The Company uses the equity method to account for certain of its investment in entities that it does not control and for which it does not have the ability to exercise significant influence over operating and financial policies. These investments are recorded at the lower of their cost or fair value adjusted for the Company's proportionate share of their undistributed earnings or losses. | ||||||||||||
Restricted Deposits | ||||||||||||
Restricted deposits consist of investments required by various state statutes to be deposited or pledged to state agencies. These investments are classified as long term, regardless of the contractual maturity date, due to the nature of the states' requirements. The Company is required to annually adjust the amount of the deposit pledged to certain states. | ||||||||||||
Fair Value Measurements | ||||||||||||
In the normal course of business, the Company invests in various financial assets and incurs various financial liabilities. Fair values are disclosed for all financial instruments, whether or not such values are recognized in the Consolidated Balance Sheets. Management obtains quoted market prices and other observable inputs for these disclosures. The carrying amounts reported in the Consolidated Balance Sheets for cash and cash equivalents, premium and related receivables, unearned revenue, accounts payable and accrued expenses, and certain other current liabilities are carried at cost, which approximates fair value because of their short term nature. | ||||||||||||
The following methods and assumptions were used to estimate the fair value of each financial instrument: | ||||||||||||
• | Available for sale investments and restricted deposits: The carrying amount is stated at fair value, based on quoted market prices, where available. For securities not actively traded, fair values were estimated using values obtained from independent pricing services or quoted market prices of comparable instruments. | |||||||||||
• | Senior unsecured notes: Estimated based on third-party quoted market prices for the same or similar issues. | |||||||||||
• | Variable rate debt: The carrying amount of our floating rate debt approximates fair value since the interest rates adjust based on market rate adjustments. | |||||||||||
• | Interest rate swap: Estimated based on third-party market prices based on the forward 3-month LIBOR curve. | |||||||||||
• | Contingent consideration: Estimate based on expected membership retained at contract commencement and per member purchase price in the acquisition agreement. | |||||||||||
Property, Software and Equipment | ||||||||||||
Property, software and equipment are stated at cost less accumulated depreciation. Capitalized software includes certain costs incurred in the development of internal-use software, including external direct costs of materials and services and payroll costs of employees devoted to specific software development. Depreciation is calculated principally by the straight-line method over estimated useful lives. Leasehold improvements are depreciated using the straight-line method over the shorter of the expected useful life or the remaining term of the lease. Property, software and equipment are depreciated over the following periods: | ||||||||||||
Fixed Asset | Depreciation Period | |||||||||||
Buildings and land improvements | 3 - 40 years | |||||||||||
Computer hardware and software | 2 - 7 years | |||||||||||
Furniture and equipment | 3 - 10 years | |||||||||||
Leasehold improvements | 1 - 20 years | |||||||||||
The carrying amounts of all long-lived assets are evaluated to determine if adjustment to the depreciation and amortization period or to the unamortized balance is warranted. Such evaluation is based principally on the expected utilization of the long-lived assets. | ||||||||||||
The Company retains fully depreciated assets in property and accumulated depreciation accounts until it removes them from service. In the case of sale, retirement, or disposal, the asset cost and related accumulated depreciation balance is removed from the respective account, and the resulting net amount, less any proceeds, is included as a component of earnings from operations in the consolidated statements of operations. | ||||||||||||
Goodwill and Intangible Assets | ||||||||||||
Intangible assets represent assets acquired in purchase transactions and consist primarily of customer relationships, purchased contract rights, provider contracts, trade names and goodwill. Intangible assets are amortized using the straight-line method over the following periods: | ||||||||||||
Intangible Asset | Amortization Period | |||||||||||
Purchased contract rights | 5 - 15 years | |||||||||||
Provider contracts | 4 - 15 years | |||||||||||
Customer relationships | 3 - 15 years | |||||||||||
Trade names | 7 - 20 years | |||||||||||
The Company tests for impairment of intangible assets as well as long-lived assets whenever events or changes in circumstances indicate that the carrying value of an asset or asset group (hereinafter referred to as “asset group”) may not be recoverable by comparing the sum of the estimated undiscounted future cash flows expected to result from use of the asset group and its eventual disposition to the carrying value. Such factors include, but are not limited to, significant changes in membership, state funding, state contracts and provider networks and contracts. If the sum of the estimated undiscounted future cash flows is less than the carrying value, an impairment determination is required. The amount of impairment is calculated by subtracting the fair value of the asset group from the carrying value of the asset group. An impairment charge, if any, is recognized within earnings from operations. | ||||||||||||
The Company tests goodwill for impairment using a fair value approach. The Company is required to test for impairment at least annually, absent a triggering event including a significant decline in operating performance that would require an impairment assessment. Absent any impairment indicators, the Company performs its goodwill impairment testing during the fourth quarter of each year. The Company recognizes an impairment charge for any amount by which the carrying amount of goodwill exceeds its implied fair value. | ||||||||||||
The Company first assesses qualitative factors to determine whether it is necessary to perform the two-step quantitative goodwill impairment test. The Company generally does not calculate the fair value of a reporting unit unless it determines, based on a qualitative assessment, that it is more likely than not that its fair value is less than its carrying amount. However, in certain circumstances, such as recent acquisitions, the Company may elect to perform a quantitative assessment without first assessing qualitative factors. | ||||||||||||
If the two-step quantitative test is deemed necessary, the Company determines an appropriate valuation technique to estimate a reporting unit's fair value as of the testing date. The Company utilizes either the income approach or the market approach, whichever is most appropriate for the respective reporting unit. The income approach is based on an internally developed discounted cash flow model that includes many assumptions related to future growth rates, discount factors, future tax rates, etc. The market approach is based on financial multiples of comparable companies derived from current market data. Changes in economic and operating conditions impacting assumptions used in our analyses could result in goodwill impairment in future periods. | ||||||||||||
Medical Claims Liability | ||||||||||||
Medical claims liability includes claims reported but not yet paid, or inventory, estimates for claims incurred but not reported, or IBNR, and estimates for the costs necessary to process unpaid claims at the end of each period. The Company estimates its medical claims liability using actuarial methods that are commonly used by health insurance actuaries and meet Actuarial Standards of Practice. These actuarial methods consider factors such as historical data for payment patterns, cost trends, product mix, seasonality, utilization of healthcare services and other relevant factors. | ||||||||||||
Actuarial Standards of Practice generally require that the medical claims liability estimates be adequate to cover obligations under moderately adverse conditions. Moderately adverse conditions are situations in which the actual claims are expected to be higher than the otherwise estimated value of such claims at the time of estimate. In many situations, the claims amounts ultimately settled will be different than the estimate that satisfies the Actuarial Standards of Practice. The Company includes in its IBNR an estimate for medical claims liability under moderately adverse conditions which represents the risk of adverse deviation of the estimates in its actuarial method of reserving. | ||||||||||||
The Company uses its judgment to determine the assumptions to be used in the calculation of the required estimates. The assumptions it considers when estimating IBNR include, without limitation, claims receipt and payment experience (and variations in that experience), changes in membership, provider billing practices, healthcare service utilization trends, cost trends, product mix, seasonality, prior authorization of medical services, benefit changes, known outbreaks of disease or increased incidence of illness such as influenza, provider contract changes, changes to fee schedules, and the incidence of high dollar or catastrophic claims. | ||||||||||||
The Company's development of the medical claims liability estimate is a continuous process which it monitors and refines on a monthly basis as additional claims receipts and payment information becomes available. As more complete claims information becomes available, the Company adjusts the amount of the estimates, and includes the changes in estimates in medical costs in the period in which the changes are identified. In every reporting period, the operating results include the effects of more completely developed medical claims liability estimates associated with previously reported periods. The Company consistently applies its reserving methodology from period to period. As additional information becomes known, it adjusts the actuarial model accordingly to establish medical claims liability estimates. | ||||||||||||
The Company periodically reviews actual and anticipated experience compared to the assumptions used to establish medical costs. The Company establishes premium deficiency reserves if actual and anticipated experience indicates that existing policy liabilities together with the present value of future gross premiums will not be sufficient to cover the present value of future benefits, settlement and maintenance costs. | ||||||||||||
Revenue Recognition | ||||||||||||
The Company's health plans generate revenues primarily from premiums received from the states in which it operates health plans. The Company receives a fixed premium per member per month pursuant to its state contracts. The Company generally receives premium payments during the month it provides services and recognizes premium revenue during the period in which it is obligated to provide services to its members. In some instances, the Company's base premiums are subject to an adjustment, or risk score, based on the acuity of its membership. Generally, the risk score is determined by the State analyzing submissions of processed claims data to determine the acuity of the Company's membership relative to the entire state's Medicaid membership. Some states enact premium taxes, similar assessments and provider pass-through payments, collectively premium taxes, and these taxes are recorded as a separate component of both revenues and operating expenses. Some contracts allow for additional premiums related to certain supplemental services provided such as maternity deliveries. | ||||||||||||
Revenues are recorded based on membership and eligibility data provided by the states, which is adjusted on a monthly basis by the states for retroactive additions or deletions to membership data. These eligibility adjustments are estimated monthly and subsequent adjustments are made in the period known. We continuously review and update those estimates as new information becomes available. It is possible that new information could require us to make additional adjustments, which could be significant, to these estimates. | ||||||||||||
The Company's specialty companies generate revenues under contracts with state programs, individuals, healthcare organizations and other commercial organizations, as well as from the Company's own subsidiaries. Revenues are recognized when the related services are provided or as ratably earned over the covered period of service. | ||||||||||||
Health Insurance Marketplace | ||||||||||||
The Affordable Care Act (ACA) established risk spreading premium stabilization programs effective January 1, 2014 for the Health Insurance Marketplace product. These programs, commonly referred to as the “three Rs,” include a permanent risk adjustment program, a transitional reinsurance program, and a temporary risk corridor program. The Company’s accounting policies for the programs are as follows: | ||||||||||||
Risk Adjustment | ||||||||||||
The permanent risk adjustment program established by the ACA transfers funds from qualified individual and small group insurance plans with below average risk scores to those plans with above average risk scores within each state. The Company estimates the receivable or payable under the risk adjustment program based on its estimated risk score compared to the state average risk score. The Company may record a receivable or payable as an adjustment to Premium revenue to reflect the year to date impact of the risk adjustment based on its best estimate. The Company expects to refine its estimate as new information becomes available. As of December 31, 2014, the Company recorded a payable of $44 million associated with risk adjustment. | ||||||||||||
Reinsurance | ||||||||||||
The ACA established a transitional three-year reinsurance program whereby the Company’s claims costs incurred for qualified members will be reimbursed when they exceed a specific threshold ($45,000 with 80% coinsurance). When qualified member claims costs exceed the threshold, the Company is entitled to certain reimbursements from this program. The Company accounts for reinsurance recoveries as a reduction of Medical Costs based on each individual case that exceeds the reinsurance threshold established by the program. As of December 31, 2014, the Company recorded a receivable of $11 million associated with reinsurance. | ||||||||||||
Risk Corridor | ||||||||||||
The temporary, three-year risk corridor program established by the ACA applies to qualified individual and small group health plans operating both inside and outside of the Health Insurance Marketplace. The risk corridor program limits the Company’s gains and losses in the Health Insurance Marketplace by comparing certain medical and administrative costs to a target amount and sharing the risk for allowable costs with the federal government. Allowable medical costs are adjusted for risk adjustment settlements, transitional reinsurance recoveries, and cost sharing reductions received from the federal government. The Company records a risk corridor receivable or payable as an adjustment to Premium Revenue on a year to date basis based on where its estimated annual costs fall within the risk corridor range. As of December 31, 2014, the Company recorded a payable of $9 million associated with risk corridor. | ||||||||||||
Minimum Medical Loss Ratio | ||||||||||||
Additionally, the ACA established a minimum annual medical loss ratio for the Health Insurance Marketplace. Each of the three R programs described above are taken into consideration to determine if the Company’s estimated annual medical costs are less than the minimum loss ratio and require an adjustment to Premium revenue to meet the minimum medical loss ratio. As of December 31, 2014, the Company recorded a payable of $6 million associated with minimum medical loss ratio. | ||||||||||||
Premium and Related Receivables and Unearned Revenue | ||||||||||||
Premium and service revenues collected in advance are recorded as unearned revenue. For performance-based contracts the Company does not recognize revenue subject to refund until data is sufficient to measure performance. Premiums and service revenues due to the Company are recorded as premium and related receivables and are recorded net of an allowance based on historical trends and management's judgment on the collectibility of these accounts. As the Company generally receives payments during the month in which services are provided, the allowance is typically not significant in comparison to total revenues and does not have a material impact on the presentation of the financial condition or results of operations. Activity in the allowance for uncollectible accounts for the years ended December 31, is summarized below ($ in millions): | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Allowances, beginning of year | $ | 1 | $ | 1 | $ | 1 | ||||||
Amounts charged to expense | 8 | 3 | 1 | |||||||||
Write-offs of uncollectible receivables | (4 | ) | (3 | ) | (1 | ) | ||||||
Allowances, end of year | $ | 5 | $ | 1 | $ | 1 | ||||||
Significant Customers | ||||||||||||
Centene receives the majority of its revenues under contracts or subcontracts with state Medicaid managed care programs. The current contracts expire on various dates between January 31, 2015 and June 30, 2019. States where the aggregate annual contract value exceeded 10% of total annual revenues included Texas, where the percentage of the Company's total revenue was 25%, 37% and 40% for the years ended December 31, 2014, 2013, and 2012, respectively, and Florida where the percentage of the Company's total revenue was 14% for the year ended December 31, 2014. | ||||||||||||
Other Income (Expense) | ||||||||||||
Other income (expense) consists principally of investment income, interest expense and equity method earnings from investments. Investment income is derived from the Company's cash, cash equivalents, restricted deposits and investments. Interest expense relates to borrowings under the senior notes, interest rate swap, credit facilities, interest on capital leases and credit facility fees. | ||||||||||||
Income Taxes | ||||||||||||
Deferred tax assets and liabilities are recorded for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax law or tax rates is recognized in income in the period that includes the enactment date. | ||||||||||||
Valuation allowances are provided when it is considered more likely than not that deferred tax assets will not be realized. In determining if a deductible temporary difference or net operating loss can be realized, the Company considers future reversals of existing taxable temporary differences, future taxable income, taxable income in prior carryback periods and tax planning strategies. | ||||||||||||
Contingencies | ||||||||||||
The Company accrues for loss contingencies associated with outstanding litigation, claims and assessments for which it has determined it is probable that a loss contingency exists and the amount of loss can be reasonably estimated. The Company expenses professional fees associated with litigation claims and assessments as incurred. | ||||||||||||
Stock Based Compensation | ||||||||||||
The fair value of the Company's employee share options and similar instruments are estimated using the Black-Scholes option-pricing model. That cost is recognized over the period during which an employee is required to provide service in exchange for the award. Excess tax benefits related to stock compensation are presented as a cash inflow from financing activities. | ||||||||||||
Foreign Currency Translation | ||||||||||||
The Company is exposed to foreign currency exchange risk through its equity method investment in Ribera Salud S.A. (Ribera Salud), a Spanish health management group whose functional currency is the Euro. The assets and liabilities of the Company's investment are translated into United States dollars at the balance sheet date. The Company translates its proportionate share of earnings using average rates during the year. The resulting foreign currency translation adjustments are recorded as a separate component of accumulated other comprehensive income. | ||||||||||||
Recent Accounting Pronouncements | ||||||||||||
In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standard Update (ASU) 2014-09 "Revenue from Contracts with Customers." ASU 2014-09 will supersede existing revenue recognition standards with a single model unless those contracts are within the scope of other standards (e.g., an insurance entity’s insurance contracts). Under the new standard, recognition of revenue occurs when a customer obtains control of promised goods or services in an amount that reflects the consideration which the entity expects to receive in exchange for those goods or services. In addition, the standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. ASU 2014-09 will become effective for annual and interim reporting periods beginning after December 15, 2016. The Company is currently evaluating the effect of the new revenue recognition guidance. | ||||||||||||
In April 2014, the FASB issued ASU 2014-08 "Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity." ASU 2014-08 raises the threshold for reporting discontinued operations to a strategic business shift having a major effect on an entity's operations and financial results. The updates also added disclosures for disposals of business units qualifying for discontinued presentation, and for some dispositions that do not qualify as discontinued operations but are still considered individually significant components of the entity. ASU 2014-08 is effective prospectively for all disposals (except disposals classified as held for sale before the adoption date) or components initially classified as held for sale in periods beginning on or after December 15, 2014. Early adoption is permitted. | ||||||||||||
The Company has determined that there are no other recently issued accounting pronouncements that will have a material impact on its consolidated financial position, results of operations and cash flows. |
Acquisitions_and_Noncontrollin
Acquisitions and Noncontrolling Interest | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Noncontrolling Interest and Acquisitions Disclosure [Abstract] | ||||||||||||
Noncontrolling Interest and Acquisitions | Acquisitions and Noncontrolling Interest | |||||||||||
Acquisitions | ||||||||||||
AcariaHealth. In April 2013, the Company acquired 100% of AcariaHealth, a specialty pharmacy company, for $142 million in total consideration. The transaction consideration was financed through a combination of $75 million of Centene common stock and $67 million of cash. The Company also sold 685,280 shares of common stock for $15 million related to funding the escrow account for the acquisition. The Company's allocation of fair value resulted in goodwill of $92 million and other identifiable intangible assets of $35 million. The goodwill is not deductible for income tax purposes. The acquisition is recorded in the Specialty Services segment. | ||||||||||||
Community Health Solutions of America, Inc. In July 2014, the Company completed a transaction whereby Community Health Solutions of America, Inc. assigned its contract with the Louisiana Department of Health and Hospitals under the Bayou Health Shared Savings Program to the Company's subsidiary, Louisiana Healthcare Connections (LHC). | ||||||||||||
The fair value of consideration of $134 million consists of the following: cash consideration of $56 million; Centene common stock (1,492,738 shares) issued at closing of $58 million, and; the present value of the estimated contingent consideration subject to membership retained by LHC in the first quarter of 2015 of $20 million. The estimated contingent consideration is a Level III fair value measurement. The contingent consideration will not exceed $28 million. | ||||||||||||
The Company's allocation of fair value resulted in goodwill of $125 million and other identifiable intangible assets of $9 million. Approximately 100% of the goodwill is deductible for income tax purposes. The acquisition is recorded in the Managed Care segment. | ||||||||||||
Ribera Salud, S.A. In July 2014, the Company purchased a noncontrolling interest in Ribera Salud S.A. (Ribera Salud), a Spanish health management group for $17 million. Centene is a 50% joint shareholder with Ribera Salud's remaining investor, Banco Sabadell S.A. The Company is accounting for its investment using the equity method of accounting. Any basis difference between the Company's share of underlying net assets and the purchase price will be attributable to certain intangible assets and will be accreted into earnings over their useful lives. | ||||||||||||
Upon closing, the Company executed letters of credit for $58 million (valued at the December 31, 2014 conversion rate), or €48 million, representing its proportional share of the letters of credit issued to support Ribera Salud’s outstanding debt. | ||||||||||||
U.S. Medical Management. In January 2014, the Company acquired 68% of U.S. Medical Management, LLC (USMM), a management services organization and provider of in-home health services for high acuity populations, for $213 million in total consideration. The transaction consideration consisted of $133 million of Centene common stock and $80 million of cash. | ||||||||||||
The total fair value of 100% of USMM on the date of acquisition was $352 million ($213 million for the Company's interest and $139 million for the redeemable noncontrolling interest). The Company's allocation of fair value resulted in goodwill of $280 million and other identifiable intangible assets of $78 million. Approximately 45% of the goodwill is deductible for income tax purposes. The acquisition is recorded in the Specialty Services segment. | ||||||||||||
In connection with the acquisition, the Company entered into call and put agreements with the noncontrolling interest holder to purchase the noncontrolling interest at a later date. Under these agreements, the Company may purchase or be required to purchase up to the total remaining interests in USMM over a period beginning in 2015 and continuing through 2017. Under certain circumstances, the agreements may be extended through 2020. At the Company’s sole option, up to 50% of the consideration to be issued for the purchase of the additional interests under these agreements may be funded with shares of the Company's common stock. | ||||||||||||
Noncontrolling Interest | ||||||||||||
The Company has consolidated subsidiaries where it maintains less than 100% ownership. The Company’s ownership interest for each subsidiary as of December 31, are as follows: | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Centurion | 51 | % | 51 | % | 51 | % | ||||||
Home State Health Plan | 95 | % | 95 | % | 95 | % | ||||||
U.S. Medical Management | 68 | % | — | — | ||||||||
Net income attributable to Centene Corporation and transfers from (to) noncontrolling interest entities are as follows ($ in millions): | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Net earnings attributable to Centene Corporation | $ | 268 | $ | 161 | $ | 89 | ||||||
Transfers from (to) the noncontrolling interest: | ||||||||||||
Decrease in equity for purchase of, distribution to and redemption of noncontrolling interest | — | — | (12 | ) | ||||||||
Increase in equity for distributions from and consolidation of noncontrolling interest | — | 7 | 1 | |||||||||
Reclassification to redeemable noncontrolling interest | (9 | ) | — | — | ||||||||
Net transfers from (to) noncontrolling interest | (9 | ) | 7 | (11 | ) | |||||||
Changes from net earnings attributable to Centene Corporation and net transfers from (to) the noncontrolling interest | $ | 259 | $ | 168 | $ | 78 | ||||||
Ownership changes are described in more detail below. | ||||||||||||
Home State Health Plan. In July 2012, the Company began operations as a 95% joint venture partner, operating under a new contract with the Office of Administration for Missouri to serve Medicaid beneficiaries in the Eastern, Central, and Western Managed Care Regions of the state. The operating results of Home State Health Plan are included in the Company's Managed Care segment. | ||||||||||||
Louisiana Healthcare Connections. In February 2012, the Company began operations under a new contract in Louisiana through a joint venture subsidiary, Louisiana Healthcare Connections. The Company initially owned a 51% interest in the subsidiary and in October 2012, acquired the remaining noncontrolling interest for $10 million. The purchase price in excess of the noncontrolling interest was recorded to additional paid in capital. The operating results of Louisiana Healthcare Connections are included in the Company's Managed Care segment. | ||||||||||||
Redeemable Noncontrolling Interest | ||||||||||||
As a result of put option agreements, noncontrolling interest is considered redeemable and is classified in the Redeemable Noncontrolling Interest section of the consolidated balance sheets. Noncontrolling interest is initially measured at fair value using the binomial lattice model as of the acquisition date. The Company has elected to accrete changes in the redemption value through additional paid-in capital over the period from the date of issuance to the earliest redemption date following the effective interest method. | ||||||||||||
A reconciliation of the changes in the Redeemable Noncontrolling Interest is as follows ($ in millions): | ||||||||||||
Balance, December 31, 2013 | $ | — | ||||||||||
Fair value of noncontrolling interest at acquisition | 139 | |||||||||||
Contribution from noncontrolling interest | 6 | |||||||||||
Reclassification to redeemable noncontrolling interest | 9 | |||||||||||
Net losses attributable to noncontrolling interest | (6 | ) | ||||||||||
Balance, December 31, 2014 | $ | 148 | ||||||||||
Pro forma disclosures related to the acquisitions have been excluded as immaterial. |
Discontinued_Operations_Notes
Discontinued Operations (Notes) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Discontinued Operations and Disposal Groups [Abstract] | |||||||||||||
Disposal Groups, Including Discontinued Operations, Disclosure [Text Block] | Discontinued Operations: Kentucky Spirit Health Plan | ||||||||||||
In October 2012, the Company notified the Kentucky Cabinet for Health and Family Services (Cabinet) that it was exercising a contractual right that it believes allowed the Company to terminate its Medicaid managed care contract with the Commonwealth of Kentucky (Commonwealth) effective July 5, 2013. As of July 6, 2013, our subsidiary, Kentucky Spirit Health Plan (KSHP), ceased serving Medicaid members in Kentucky. Refer to Note 17, Contingencies, in the Notes to the Consolidated Financial Statements for further information regarding litigation between the Company and the Cabinet. | |||||||||||||
Accordingly, the results of operations of KSHP are presented as discontinued operations for all periods presented. The assets, liabilities and results of operations of KSHP are classified as discontinued operations for all periods presented beginning in 2011. KSHP was previously reported in the Managed Care segment. | |||||||||||||
During the year ended December 31, 2014, the Company received $8 million of dividends from KSHP. KSHP had remaining statutory capital of approximately $80 million at December 31, 2014, which, subject to future dividends, will be transferred to unregulated cash upon regulatory approval. | |||||||||||||
Operating results for the discontinued operations are as follows ($ in millions): | |||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Revenues | $ | — | $ | 248 | $ | 557 | |||||||
Earnings (loss) before income taxes | $ | 4 | $ | 6 | $ | (134 | ) | ||||||
Net earnings (loss) | $ | 3 | $ | 4 | $ | (87 | ) | ||||||
Assets and liabilities of the discontinued operations are as follows ($ in millions): | |||||||||||||
December 31, 2014 | December 31, 2013 | ||||||||||||
Current assets | $ | 75 | $ | 78 | |||||||||
Long term investments and restricted deposits | 25 | 38 | |||||||||||
Other assets | — | — | |||||||||||
Assets of discontinued operations | $ | 100 | $ | 116 | |||||||||
Medical claims liability | $ | 10 | $ | 27 | |||||||||
Accounts payable and accrued expenses | 7 | 3 | |||||||||||
Other liabilities | 1 | 1 | |||||||||||
Liabilities of discontinued operations | $ | 18 | $ | 31 | |||||||||
ShortTerm_And_LongTerm_Investm
Short-Term And Long-Term Investments And Restricted Deposits | 12 Months Ended | |||||||||||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||||||||||
Investments, Debt and Equity Securities [Abstract] | ||||||||||||||||||||||||||||||||
Short-Term And Long-Term Investments And Restricted Deposits | Short term and Long term Investments, Restricted Deposits | |||||||||||||||||||||||||||||||
Short term and long term investments and restricted deposits by investment type consist of the following ($ in millions): | ||||||||||||||||||||||||||||||||
December 31, 2014 | December 31, 2013 | |||||||||||||||||||||||||||||||
Amortized | Gross | Gross | Fair | Amortized | Gross | Gross | Fair | |||||||||||||||||||||||||
Cost | Unrealized | Unrealized Losses | Value | Cost | Unrealized | Unrealized Losses | Value | |||||||||||||||||||||||||
Gains | Gains | |||||||||||||||||||||||||||||||
U.S. Treasury securities and obligations of U.S. government corporations and agencies | $ | 393 | $ | 1 | $ | (2 | ) | $ | 392 | $ | 246 | $ | — | $ | (7 | ) | $ | 239 | ||||||||||||||
Corporate securities | 556 | 2 | (2 | ) | 556 | 294 | 3 | (1 | ) | 296 | ||||||||||||||||||||||
Restricted certificates of deposit | 6 | — | — | 6 | 6 | — | — | 6 | ||||||||||||||||||||||||
Restricted cash equivalents | 79 | — | — | 79 | 27 | — | — | 27 | ||||||||||||||||||||||||
Municipal securities: | ||||||||||||||||||||||||||||||||
General obligation | 54 | — | — | 54 | 54 | — | — | 54 | ||||||||||||||||||||||||
Pre-refunded | 5 | — | — | 5 | 11 | — | — | 11 | ||||||||||||||||||||||||
Revenue | 101 | 1 | — | 102 | 69 | — | — | 69 | ||||||||||||||||||||||||
Variable rate demand notes | 14 | — | — | 14 | 29 | — | — | 29 | ||||||||||||||||||||||||
Asset backed securities | 180 | — | — | 180 | 139 | — | — | 139 | ||||||||||||||||||||||||
Mortgage backed securities | 84 | 1 | — | 85 | 34 | — | — | 34 | ||||||||||||||||||||||||
Cost and equity method investments | 68 | — | — | 68 | 22 | — | — | 22 | ||||||||||||||||||||||||
Life insurance contracts | 16 | — | — | 16 | 15 | — | — | 15 | ||||||||||||||||||||||||
Total | $ | 1,556 | $ | 5 | $ | (4 | ) | $ | 1,557 | $ | 946 | $ | 3 | $ | (8 | ) | $ | 941 | ||||||||||||||
The Company’s investments are classified as available-for-sale with the exception of life insurance contracts and certain cost and equity method investments. The Company’s investment policies are designed to provide liquidity, preserve capital and maximize total return on invested assets with the focus on high credit quality securities. The Company limits the size of investment in any single issuer other than U.S. treasury securities and obligations of U.S. government corporations and agencies. The Company's mortgage backed securities are issued by the Federal National Mortgage Association and carry guarantees by the U.S. government. As of December 31, 2014, 50% of the Company’s investments in securities recorded at fair value that carry a rating by S&P or Moody’s were rated AAA/Aaa, 62% were rated AA-/Aa3 or higher, and 90% were rated A-/A3 or higher. At December 31, 2014, the Company held certificates of deposit, life insurance contracts and cost and equity method investments which did not carry a credit rating. | ||||||||||||||||||||||||||||||||
The fair value of available-for-sale investments with gross unrealized losses by investment type and length of time that individual securities have been in a continuous unrealized loss position were as follows ($ in millions): | ||||||||||||||||||||||||||||||||
December 31, 2014 | December 31, 2013 | |||||||||||||||||||||||||||||||
Less Than 12 Months | 12 Months or More | Less Than 12 Months | 12 Months or More | |||||||||||||||||||||||||||||
Unrealized Losses | Fair | Unrealized Losses | Fair | Unrealized Losses | Fair | Unrealized Losses | Fair | |||||||||||||||||||||||||
Value | Value | Value | Value | |||||||||||||||||||||||||||||
U.S. Treasury securities and obligations of U.S. government corporations and agencies | $ | — | $ | 72 | $ | (2 | ) | $ | 180 | $ | (7 | ) | $ | 172 | $ | (1 | ) | $ | 27 | |||||||||||||
Corporate securities | (2 | ) | 311 | — | 1 | — | 53 | — | 5 | |||||||||||||||||||||||
Municipal securities: | ||||||||||||||||||||||||||||||||
General obligation | — | 4 | — | 3 | — | 4 | — | 2 | ||||||||||||||||||||||||
Revenue | — | 16 | — | 3 | — | 28 | — | — | ||||||||||||||||||||||||
Pre-refunded | — | — | — | 1 | — | — | — | — | ||||||||||||||||||||||||
Asset backed securities | — | 70 | — | 10 | — | 38 | — | — | ||||||||||||||||||||||||
Mortgage backed securities | — | 18 | — | — | — | 34 | — | — | ||||||||||||||||||||||||
Total | $ | (2 | ) | $ | 491 | $ | (2 | ) | $ | 198 | $ | (7 | ) | $ | 329 | $ | (1 | ) | $ | 34 | ||||||||||||
As of December 31, 2014, the gross unrealized losses were generated from 116 positions out of a total of 341 positions. The change in fair value of fixed income securities is a result of movement in interest rates subsequent to the purchase of the security. | ||||||||||||||||||||||||||||||||
For each security in an unrealized loss position, the Company assesses whether it intends to sell the security or if it is more likely than not the Company will be required to sell the security before recovery of the amortized cost basis for reasons such as liquidity, contractual or regulatory purposes. If the security meets this criterion, the decline in fair value is other-than-temporary and is recorded in earnings. The Company does not intend to sell these securities prior to maturity and it is not likely that the Company will be required to sell these securities prior to maturity; therefore, there is no indication of other than temporary impairment for these securities. | ||||||||||||||||||||||||||||||||
During the year ended December 31, 2014, the company recognized $6 million of income from equity method investments. | ||||||||||||||||||||||||||||||||
The contractual maturities of short term and long term investments and restricted deposits are as follows ($ in millions): | ||||||||||||||||||||||||||||||||
December 31, 2014 | December 31, 2013 | |||||||||||||||||||||||||||||||
Investments | Restricted Deposits | Investments | Restricted Deposits | |||||||||||||||||||||||||||||
Amortized | Fair | Amortized | Fair | Amortized | Fair | Amortized | Fair | |||||||||||||||||||||||||
Cost | Value | Cost | Value | Cost | Value | Cost | Value | |||||||||||||||||||||||||
One year or less | $ | 176 | $ | 177 | $ | 92 | $ | 92 | $ | 102 | $ | 102 | $ | 41 | $ | 41 | ||||||||||||||||
One year through five years | 1,121 | 1,121 | 8 | 8 | 610 | 611 | 6 | 6 | ||||||||||||||||||||||||
Five years through ten years | 121 | 120 | — | — | 157 | 151 | — | — | ||||||||||||||||||||||||
Greater than ten years | 38 | 39 | — | — | 30 | 30 | — | — | ||||||||||||||||||||||||
Total | $ | 1,456 | $ | 1,457 | $ | 100 | $ | 100 | $ | 899 | $ | 894 | $ | 47 | $ | 47 | ||||||||||||||||
Actual maturities may differ from contractual maturities due to call or prepayment options. Asset backed and mortgage backed securities are included in the one year through five years category, while cost and equity method investments and life insurance contracts are included in the five years through ten years category. The Company has an option to redeem at amortized cost substantially all of the securities included in the greater than ten years category listed above. | ||||||||||||||||||||||||||||||||
The Company continuously monitors investments for other-than-temporary impairment. Certain investments have experienced a decline in fair value due to changes in credit quality, market interest rates and/or general economic conditions. The Company recognizes an impairment loss for cost and equity method investments when evidence demonstrates that it is other-than-temporarily impaired. Evidence of a loss in value that is other than temporary may include the absence of an ability to recover the carrying amount of the investment or the inability of the investee to sustain a level of earnings that would justify the carrying amount of the investment. |
Fair_Value_Measurements
Fair Value Measurements | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||
Fair Value Measurements | Fair Value Measurements | |||||||||||||||
Assets and liabilities recorded at fair value in the consolidated balance sheets are categorized based upon observable or unobservable inputs used to estimate the fair value. Level inputs are as follows: | ||||||||||||||||
Level Input: | Input Definition: | |||||||||||||||
Level I | Inputs are unadjusted, quoted prices for identical assets or liabilities in active markets at the measurement date. | |||||||||||||||
Level II | Inputs other than quoted prices included in Level I that are observable for the asset or liability through corroboration with market data at the measurement date. | |||||||||||||||
Level III | Unobservable inputs that reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. | |||||||||||||||
The following table summarizes fair value measurements by level at December 31, 2014, for assets and liabilities measured at fair value on a recurring basis ($ in millions): | ||||||||||||||||
Level I | Level II | Level III | Total | |||||||||||||
Assets | ||||||||||||||||
Cash and cash equivalents | $ | 1,546 | $ | — | $ | — | $ | 1,546 | ||||||||
Investments available for sale: | ||||||||||||||||
U.S. Treasury securities and obligations of U.S. government corporations and agencies | $ | 360 | $ | 17 | $ | — | $ | 377 | ||||||||
Corporate securities | — | 556 | — | 556 | ||||||||||||
Municipal securities: | ||||||||||||||||
General obligation | — | 54 | — | 54 | ||||||||||||
Pre-refunded | — | 5 | — | 5 | ||||||||||||
Revenue | — | 102 | — | 102 | ||||||||||||
Variable rate demand notes | — | 14 | — | 14 | ||||||||||||
Asset backed securities | — | 180 | — | 180 | ||||||||||||
Mortgage backed securities | — | 85 | — | 85 | ||||||||||||
Total investments | $ | 360 | $ | 1,013 | $ | — | $ | 1,373 | ||||||||
Restricted deposits available for sale: | ||||||||||||||||
Cash and cash equivalents | $ | 79 | $ | — | $ | — | $ | 79 | ||||||||
Certificates of deposit | 6 | — | — | 6 | ||||||||||||
U.S. Treasury securities and obligations of U.S. government corporations and agencies | 15 | — | — | 15 | ||||||||||||
Total restricted deposits | $ | 100 | $ | — | $ | — | $ | 100 | ||||||||
Other long term assets: | ||||||||||||||||
Interest rate swap agreements | $ | — | $ | 11 | $ | — | $ | 11 | ||||||||
Total assets at fair value | $ | 2,006 | $ | 1,024 | $ | — | $ | 3,030 | ||||||||
The following table summarizes fair value measurements by level at December 31, 2013, for assets and liabilities measured at fair value on a recurring basis ($ in millions): | ||||||||||||||||
Level I | Level II | Level III | Total | |||||||||||||
Assets | ||||||||||||||||
Cash and cash equivalents | $ | 974 | $ | — | $ | — | $ | 974 | ||||||||
Investments available for sale: | ||||||||||||||||
U.S. Treasury securities and obligations of U.S. government corporations and agencies | $ | 213 | $ | 12 | $ | — | $ | 225 | ||||||||
Corporate securities | — | 296 | — | 296 | ||||||||||||
Municipal securities: | ||||||||||||||||
General obligation | — | 54 | — | 54 | ||||||||||||
Pre-refunded | — | 11 | — | 11 | ||||||||||||
Revenue | — | 69 | — | 69 | ||||||||||||
Variable rate demand notes | — | 29 | — | 29 | ||||||||||||
Asset backed securities | — | 139 | — | 139 | ||||||||||||
Mortgage backed securities | — | 34 | — | 34 | ||||||||||||
Total investments | $ | 213 | $ | 644 | $ | — | $ | 857 | ||||||||
Restricted deposits available for sale: | ||||||||||||||||
Cash and cash equivalents | $ | 27 | $ | — | $ | — | $ | 27 | ||||||||
Certificates of deposit | 6 | — | — | 6 | ||||||||||||
U.S. Treasury securities and obligations of U.S. government corporations and agencies | 14 | — | — | 14 | ||||||||||||
Total restricted deposits | $ | 47 | $ | — | $ | — | $ | 47 | ||||||||
Other long term assets: | ||||||||||||||||
Interest rate swap agreements | $ | — | $ | 10 | $ | — | $ | 10 | ||||||||
Total assets at fair value | $ | 1,234 | $ | 654 | $ | — | $ | 1,888 | ||||||||
The Company periodically transfers U.S. Treasury securities and obligations of U.S. government corporations and agencies between Level I and Level II fair value measurements dependent upon the level of trading activity for the specific securities at the measurement date. The Company’s policy regarding the timing of transfers between Level I and Level II is to measure and record the transfers at the end of the reporting period. At December 31, 2014, there were $14 million of transfers from Level I to Level II and $1 million of transfers from Level II to Level I. The Company utilizes matrix pricing services to estimate fair value for securities which are not actively traded on the measurement date. The Company designates these securities as Level II fair value measurements. The aggregate carrying amount of the Company’s life insurance contracts and other non-majority owned investments, which approximates fair value, was $84 million and $37 million as of December 31, 2014 and December 31, 2013, respectively. |
Property_Software_And_Equipmen
Property, Software And Equipment | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Property, Software and Equipment [Abstract] | ||||||||
Property, Software and Equipment | Property, Software and Equipment | |||||||
Property, software and equipment consist of the following as of December 31 ($ in millions): | ||||||||
2014 | 2013 | |||||||
Computer software | $ | 198 | $ | 185 | ||||
Building | 208 | 206 | ||||||
Land | 87 | 69 | ||||||
Computer hardware | 88 | 69 | ||||||
Furniture and office equipment | 70 | 53 | ||||||
Leasehold improvements | 82 | 57 | ||||||
733 | 639 | |||||||
Less accumulated depreciation | (288 | ) | (244 | ) | ||||
Property, software and equipment, net | $ | 445 | $ | 395 | ||||
As of December 31, 2014 and 2013, the Company had assets acquired under capital leases included above of $7 million and $6 million, net of accumulated amortization of $3 million and $2 million, respectively. Amortization on assets under capital leases charged to expense is included in depreciation expense. Depreciation expense for the years ended December 31, 2014, 2013 and 2012 was $65 million, $52 million and $49 million, respectively. |
Goodwill_And_Intangible_Assets
Goodwill And Intangible Assets | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Goodwill and Intangible Assets [Abstract] | ||||||||||||
Goodwill and Intangible Assets Disclosure | Goodwill and Intangible Assets | |||||||||||
The following table summarizes the changes in goodwill by operating segment ($ in millions): | ||||||||||||
Managed Care | Specialty Services | Total | ||||||||||
Balance as of December 31, 2012 | $ | 151 | $ | 105 | $ | 256 | ||||||
Acquisition | — | 92 | 92 | |||||||||
Balance as of December 31, 2013 | 151 | 197 | 348 | |||||||||
Acquisition | 125 | 281 | 406 | |||||||||
Balance as of December 31, 2014 | $ | 276 | $ | 478 | $ | 754 | ||||||
Goodwill acquisitions were related to the acquisitions and finalization of fair value allocations discussed in Note 3, Acquisitions and Noncontrolling Interest. During 2012, an impairment analysis of our subsidiary, Celtic Insurance Company, resulted in goodwill and intangible asset impairments of $28 million. The impaired identifiable intangible assets of $2 million and goodwill of $26 million were reported under the Specialty Services segment; $27 million of the impairment loss was not deductible for income tax purposes. | ||||||||||||
Intangible assets at December 31, consist of the following ($ in millions): | ||||||||||||
Weighted Average Life in Years | ||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||
Purchased contract rights | $ | 28 | $ | 22 | 7.5 | 7.5 | ||||||
Provider contracts | 103 | 36 | 11.1 | 13.2 | ||||||||
Customer relationships | 15 | 13 | 7.1 | 8 | ||||||||
Trade names | 17 | 9 | 13.1 | 18.9 | ||||||||
Intangible assets | 163 | 80 | 10.3 | 11.1 | ||||||||
Less accumulated amortization: | ||||||||||||
Purchased contract rights | (14 | ) | (14 | ) | ||||||||
Provider contracts | (14 | ) | (4 | ) | ||||||||
Customer relationships | (12 | ) | (11 | ) | ||||||||
Trade names | (3 | ) | (2 | ) | ||||||||
Total accumulated amortization | (43 | ) | (31 | ) | ||||||||
Intangible assets, net | $ | 120 | $ | 49 | ||||||||
Amortization expense was $16 million, $6 million and $5 million for the years ended December 31, 2014, 2013 and 2012, respectively. Estimated total amortization expense related to intangible assets for each of the five succeeding fiscal years is as follows ($ in millions): | ||||||||||||
Year | Expense | |||||||||||
2015 | $ | 16 | ||||||||||
2016 | 16 | |||||||||||
2017 | 13 | |||||||||||
2018 | 11 | |||||||||||
2019 | 11 | |||||||||||
Medical_Claims_Liability
Medical Claims Liability | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Medical Claims Liability [Abstract] | ||||||||||||
Medical Claims Liability | Medical Claims Liability | |||||||||||
The change in medical claims liability is summarized as follows ($ in millions): | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Balance, January 1, | $ | 1,112 | $ | 815 | $ | 519 | ||||||
Incurred related to: | ||||||||||||
Current year | 12,820 | 9,073 | 6,836 | |||||||||
Prior years | (142 | ) | (78 | ) | (55 | ) | ||||||
Total incurred | 12,678 | 8,995 | 6,781 | |||||||||
Paid related to: | ||||||||||||
Current year | 11,122 | 7,975 | 6,025 | |||||||||
Prior years | 945 | 723 | 460 | |||||||||
Total paid | 12,067 | 8,698 | 6,485 | |||||||||
Balance, December 31, | $ | 1,723 | $ | 1,112 | $ | 815 | ||||||
Changes in estimates of incurred claims for prior years are primarily attributable to reserving under moderately adverse conditions. In addition, claims processing initiatives yielded increased claim payment recoveries and coordination of benefits related to prior year dates of service. Changes in medical utilization and cost trends and the effect of medical management initiatives may also contribute to changes in medical claim liability estimates. While the Company has evidence that medical management initiatives are effective on a case by case basis, medical management initiatives primarily focus on events and behaviors prior to the incurrence of the medical event and generation of a claim. Accordingly, any change in behavior, leveling of care, or coordination of treatment occurs prior to claim generation and as a result, the costs prior to the medical management initiative are not known by the Company. Additionally, certain medical management initiatives are focused on member and provider education with the intent of influencing behavior to appropriately align the medical services provided with the member's acuity. In these cases, determining whether the medical management initiative changed the behavior cannot be determined. Because of the complexity of its business, the number of states in which it operates, and the volume of claims that it processes, the Company is unable to practically quantify the impact of these initiatives on its changes in estimates of IBNR. | ||||||||||||
The Company had reinsurance recoverables related to medical claims liability of $22 million and $10 million at December 31, 2014 and 2013, respectively, included in premium and related receivables. | ||||||||||||
The Company periodically reviews actual and anticipated experience compared to the assumptions used to establish medical costs. The Company establishes premium deficiency reserves if actual and anticipated experience indicates that existing policy liabilities together with the present value of future gross premiums will not be sufficient to cover the present value of future benefits, settlement and maintenance costs. |
Debt
Debt | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Debt Disclosure [Abstract] | ||||||||
Debt | Debt | |||||||
Debt consists of the following ($ in millions): | ||||||||
December 31, 2014 | December 31, 2013 | |||||||
$425 million 5.75% Senior notes, due June 1, 2017 | $ | 429 | $ | 431 | ||||
$300 million 4.75% Senior notes, due May 15, 2022 | 300 | — | ||||||
Fair value of interest rate swap agreements | 11 | 10 | ||||||
Senior notes | 740 | 441 | ||||||
Revolving credit agreement | 75 | 150 | ||||||
Mortgage notes payable | 70 | 73 | ||||||
Capital leases | 8 | 5 | ||||||
Total debt | 893 | 669 | ||||||
Less current portion | (5 | ) | (3 | ) | ||||
Long term debt | $ | 888 | $ | 666 | ||||
Senior Notes | ||||||||
In April 2014, the Company issued $300 million of 4.75% Senior Notes due May 15, 2022 ($300 Million Notes) at par. In connection with the April 2014 issuance, the Company entered into interest rate swap agreements for a notional amount of $300 million. Gains and losses due to changes in the fair value of the interest rate swap agreements completely offset changes in the fair value of the hedged portion of the underlying debt and are recorded as an adjustment to the $300 Million Notes. | ||||||||
The indentures governing both the $425 million and the $300 million notes contain non-financial and financial covenants, including requirements of a minimum fixed charge coverage ratio. | ||||||||
Interest Rate Swaps | ||||||||
The Company uses interest rate swap agreements to convert a portion of its interest rate exposure from fixed rates to floating rates to more closely align interest expense with interest income received on its cash equivalent and variable rate investment balances. The Company has $550 million of notional amount of interest rate swap agreements consisting of $250 million which are scheduled to expire on June 1, 2017 and $300 million that are scheduled to expire May 15, 2022. Under the Swap Agreements, the Company receives a fixed rate of interest and pays an average variable rate of the three month LIBOR plus 2.83% adjusted quarterly. At December 31, 2014, the weighted average rate was 3.06%. | ||||||||
The Swap Agreements are formally designated and qualify as fair value hedges and are recorded at fair value in the Consolidated Balance Sheet in other assets or other liabilities. Gains and losses due to changes in fair value of the interest rate swap agreements completely offset changes in the fair value of the hedged portion of the underlying debt. Therefore, no gain or loss has been recognized due to hedge ineffectiveness. Offsetting changes in fair value of both the interest rate swaps and the hedged portion of the underlying debt both were recognized in interest expense in the Consolidated Statement of Operations. The Company does not hold or issue any derivative instrument for trading or speculative purposes. | ||||||||
The fair values of the Swap Agreements as of December 31, 2014 were assets of approximately $11 million and are included in other long term assets in the Consolidated Balance Sheet. The fair value of the Swap Agreements excludes accrued interest and takes into consideration current interest rates and current likelihood of the swap counterparties' compliance with its contractual obligations. | ||||||||
Revolving Credit Agreement | ||||||||
In May 2013, the Company entered into an unsecured $500 million revolving credit facility. Borrowings under the agreement bear interest based upon LIBOR rates, the Federal Funds Rate or the Prime Rate. The agreement has a maturity date of June 1, 2018, provided it will mature 90 days prior to the maturity date of the Company's 5.75% Senior Notes due 2017 if such notes are not refinanced (or extended), certain financial conditions are not met, or the Company does not carry $100 million of unrestricted cash. As of December 31, 2014, the Company had $75 million of borrowings outstanding under the agreement with a weighted average interest rate of 1.91%. | ||||||||
The agreement contains non-financial and financial covenants, including requirements of minimum fixed charge coverage ratios, maximum debt-to-EBITDA ratios and minimum tangible net worth. The Company is required to not exceed a maximum debt-to-EBITDA ratio of 3.0 to 1.0. As of December 31, 2014, there were no limitations on the availability under the revolving credit agreement as a result of the debt-to-EBITDA ratio. | ||||||||
Mortgage Notes Payable | ||||||||
The Company has a non-recourse mortgage note of $70 million at December 31, 2014 collateralized by its corporate headquarters building. The mortgage note is due January 1, 2021 and bears a 5.14% interest rate. The collateralized property had a net book value of $159 million at December 31, 2014. | ||||||||
Letters of Credit & Surety Bonds | ||||||||
The Company had outstanding letters of credit of $30 million as of December 31, 2014, which were not part of the revolving credit facility. As discussed in Note 3 Acquisitions and Noncontrolling Interest, the Company also had letters of credit for $58 million (valued at December 31, 2014 conversion rate), or €48 million, representing its proportional share of the letters of credit issued to support Ribera Salud's outstanding debt which are a part of the revolving credit facility. Collectively, the letters of credit bore interest at 1.73% as of December 31, 2014. The Company had outstanding surety bonds of $142 million as of December 31, 2014. | ||||||||
Aggregate maturities for the Company's debt are as follows ($ in millions): | ||||||||
2015 | $ | 5 | ||||||
2016 | 4 | |||||||
2017 | 429 | |||||||
2018 | 79 | |||||||
2019 | 4 | |||||||
Thereafter | 357 | |||||||
Total | $ | 878 | ||||||
The fair value of outstanding debt was approximately $901 million and $673 million at December 31, 2014 and 2013, respectively. |
Stockholders_Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2014 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity | Stockholders' Equity |
The Company has 10,000,000 authorized shares of preferred stock at $.001 par value. At December 31, 2014, there were no preferred shares outstanding. | |
The Company's Board of Directors has authorized a stock repurchase program for up to 8,000,000 shares of the Company's common stock from time to time on the open market or through privately negotiated transactions. No duration has been placed on the repurchase program. The Company has 3,335,448 available shares remaining under the program for repurchases as of December 31, 2014. The Company reserves the right to discontinue the repurchase program at any time. During the year ended December 31, 2014, the Company did not repurchase any shares through this publicly announced program. | |
As a component of the employee stock compensation plan, employees can use shares of stock which have vested to satisfy minimum statutory tax withholding obligations. As part of this plan, the Company repurchased 626,234 shares at an aggregate cost of $29 million in 2014 and 688,128 shares at an aggregate cost of $19 million in 2013. These shares are included in the Company's treasury stock. | |
In January 2014, the Company completed the acquisition of 68% of USMM and as a result, issued 4,486,434 shares of Centene common stock to the selling stockholders. Additionally, in July 2014, the Company completed a transaction whereby CHS assigned its contract with the Louisiana Department of Health and Hospitals to Centene's wholly owned subsidiary, LHC. The closing resulted in the issuance of 1,492,738 shares of Centene common stock. | |
In April 2013, the Company completed the acquisition of AcariaHealth and as a result, issued 3,433,380 shares of Centene common stock to the selling stockholders. Additionally, the Company filed an equity shelf registration statement related to funding the escrow account for the acquisition and sold 685,280 shares of Centene common stock for $15 million. |
Statutory_Capital_Requirements
Statutory Capital Requirements And Dividend Restrictions | 12 Months Ended |
Dec. 31, 2014 | |
Statutory Capital Requirements And Dividend Restrictions [Abstract] | |
Statutory Capital Requirements and Dividend Restriction | Statutory Capital Requirements and Dividend Restrictions |
Various state laws require Centene's regulated subsidiaries to maintain minimum capital levels specified by each state and restrict the amount of dividends that may be paid without prior regulatory approval. At December 31, 2014 and 2013, Centene's subsidiaries, including Kentucky Spirit Health Plan, had aggregate statutory capital and surplus of $1,699 million and $1,280 million, respectively, compared with the required minimum aggregate statutory capital and surplus of $851 million and $686 million, respectively. |
Income_Taxes
Income Taxes | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Income Tax [Abstract] | ||||||||||||
Income Taxes | Income Taxes | |||||||||||
The consolidated income tax expense consists of the following for the years ended December 31 ($ in millions): | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Current provision: | ||||||||||||
Federal | $ | 225 | $ | 121 | $ | 47 | ||||||
State and local | 13 | 6 | (4 | ) | ||||||||
Total current provision | 238 | 127 | 43 | |||||||||
Deferred provision | (42 | ) | (20 | ) | 4 | |||||||
Total provision for income taxes | $ | 196 | $ | 107 | $ | 47 | ||||||
The reconciliation of the tax provision at the U.S. Federal Statutory Rate to the provision for income taxes for the years ended December 31 is as follows ($ in millions): | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Earnings from continuing operations, before income tax expense | $ | 457 | $ | 269 | $ | 123 | ||||||
(Earnings) loss attributable to flow through noncontrolling interest | 4 | (1 | ) | 2 | ||||||||
Earnings from continuing operations, less noncontrolling interest, before income tax expense | 461 | 268 | 125 | |||||||||
Tax provision at the U.S. federal statutory rate | 162 | 94 | 44 | |||||||||
State income taxes, net of federal income tax benefit | 6 | 3 | (2 | ) | ||||||||
Nondeductible compensation | 1 | 12 | 1 | |||||||||
Benefit from reversal of prior years impact of 162(m)(6) regulations | (14 | ) | — | — | ||||||||
ACA Health Insurer Fee | 44 | — | — | |||||||||
Nondeductible goodwill impairment | — | — | 8 | |||||||||
Other, net | (3 | ) | (2 | ) | (4 | ) | ||||||
Income tax expense | $ | 196 | $ | 107 | $ | 47 | ||||||
The tax effects of temporary differences which give rise to deferred tax assets and liabilities are presented below for the years ended December 31 ($ in millions): | ||||||||||||
2014 | 2013 | |||||||||||
Deferred tax assets: | ||||||||||||
Medical claims liability | $ | 27 | $ | 20 | ||||||||
Accrued expenses | 11 | 5 | ||||||||||
Net operating loss carryforward | 21 | 16 | ||||||||||
Compensation accruals | 53 | 31 | ||||||||||
Premium and related receivables | 35 | 20 | ||||||||||
Other | 9 | 16 | ||||||||||
Deferred tax assets | 156 | 108 | ||||||||||
Valuation allowance | (12 | ) | (8 | ) | ||||||||
Net deferred tax assets | $ | 144 | $ | 100 | ||||||||
Deferred tax liabilities: | ||||||||||||
Intangible assets | $ | 25 | $ | 18 | ||||||||
Prepaid assets | 6 | 6 | ||||||||||
Depreciation and amortization | 26 | 30 | ||||||||||
Other | 4 | 2 | ||||||||||
Deferred tax liabilities | 61 | 56 | ||||||||||
Net deferred tax assets | $ | 83 | $ | 44 | ||||||||
The Company's deferred tax assets include federal and state net operating losses, or NOLs. Accordingly, the total and annual deduction for those NOLs is limited by tax law. The federal NOLs of $5 million were all acquired in business combinations. The Company's federal NOLs expire between the years 2020 and 2033 and the state NOLs expire between the years 2015 and 2035. Valuation allowances are recorded for those NOLs the Company believes are more likely than not to expire unused. During 2014 and 2013, the Company recorded valuation allowance additions in the tax provision of $5 million and $1 million, respectively. The Company recorded valuation allowance reductions of $1 million during the years ended December 31, 2014 and 2013. | ||||||||||||
As of December 31, 2014 and 2013, the Company maintained reserves for uncertain tax positions of $4 million and $3 million, respectively, that may be challenged by a tax authority. The unrecognized federal tax benefits are related to returns open from 2012 to 2014. The Company files in numerous state jurisdictions with varying statutes of limitation. The unrecognized state tax benefits are related to returns open from 2009 to 2014. | ||||||||||||
In September 2014, the Internal Revenue Service issued final regulations related to the compensation deduction limitation applicable to certain health insurance issuers. The new regulations provided additional information regarding the definition of a health insurance issuer. Based on the final regulations, the Company no longer believes it is subject to the compensation deduction limitation in 2013 and 2014. As a result of this change in regulation, tax benefits of $14 million related to prior years were recorded during 2014. |
Stock_Incentive_Plans
Stock Incentive Plans | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Stock Incentive Plans [Abstract] | |||||||||||||
Stock Incentive Plans | Stock Incentive Plans | ||||||||||||
The Company's stock incentive plans allow for the granting of restricted stock or restricted stock unit awards and options to purchase common stock. Both incentive stock options and nonqualified stock options can be awarded under the plans. No option will be exercisable for longer than ten years after the date of grant. The plans have 4,208,558 shares available for future awards. Compensation expense for stock options and restricted stock unit awards is recognized on a straight-line basis over the vesting period, generally three to five years for stock options and 1 to 10 years for restricted stock or restricted stock unit awards. Certain restricted stock unit awards contain performance-based as well as service-based provisions. Certain awards provide for accelerated vesting if there is a change in control as defined in the plans. The total compensation cost that has been charged against income for the stock incentive plans was $48 million, $36 million and $25 million for the years ended December 31, 2014, 2013 and 2012, respectively. The total income tax benefit recognized in the income statement for stock-based compensation arrangements was $17 million, $8 million and $9 million for the years ended December 31, 2014, 2013 and 2012, respectively. | |||||||||||||
Option activity for the year ended December 31, 2014 is summarized below: | |||||||||||||
Shares | Weighted Average Exercise Price | Aggregate Intrinsic Value | Weighted Average Remaining Contractual Term | ||||||||||
($ in millions) | |||||||||||||
Outstanding as of December 31, 2013 | 1,894,390 | $ | 11.71 | ||||||||||
Granted | — | — | |||||||||||
Exercised | (619,324 | ) | 10.77 | ||||||||||
Forfeited | (8,000 | ) | 9.23 | ||||||||||
Outstanding as of December 31, 2014 | 1,267,066 | $ | 12.18 | $ | 50 | 2.2 | |||||||
Exercisable as of December 31, 2014 | 1,249,734 | $ | 12.08 | $ | 50 | 2.1 | |||||||
The fair value of each option grant is estimated on the date of the grant using the Black-Scholes option-pricing model with the following weighted-average assumptions: | |||||||||||||
Year Ended December 31, | |||||||||||||
2014 (1) | 2013 | 2012 (1) | |||||||||||
Expected life (in years) | — | 5.1 | — | ||||||||||
Risk-free interest rate | — | 0.80% | — | ||||||||||
Expected volatility | — | 48.10% | — | ||||||||||
Expected dividend yield | — | — | — | ||||||||||
(1) No options were awarded in the years ended December 31, 2014 and 2012. | |||||||||||||
For the year ended December 31, 2013, the Company used a projected expected life for each award granted based on historical experience of employees' exercise behavior. The expected volatility is primarily based on historical volatility levels. The risk-free interest rates are based on the implied yield currently available on U.S. Treasury instruments with a remaining term equal to the expected life. | |||||||||||||
Other information pertaining to option activity is as follows: | |||||||||||||
Year Ended December 31, | |||||||||||||
2014 (1) | 2013 | 2012 (1) | |||||||||||
Weighted-average fair value of options granted | $ | — | $ | 9.52 | $ | — | |||||||
Total intrinsic value of stock options exercised ($ in millions) | $ | 17 | $ | 13 | $ | 24 | |||||||
(1) No options were awarded in the years ended December 31, 2014 and 2012. | |||||||||||||
A summary of the Company's non-vested restricted stock and restricted stock unit shares as of December 31, 2014, and changes during the year ended December 31, 2014, is presented below: | |||||||||||||
Shares | Weighted Average Grant Date Fair Value | ||||||||||||
Non-vested balance as of December 31, 2013 | 4,179,186 | $ | 23.95 | ||||||||||
Granted | 2,238,194 | 46.85 | |||||||||||
Vested | (1,953,094 | ) | 21.62 | ||||||||||
Forfeited | (114,272 | ) | 23.77 | ||||||||||
Non-vested balance as of December 31, 2014 | 4,350,014 | $ | 36.86 | ||||||||||
The total fair value of restricted stock and restricted stock units vested during the years ended December 31, 2014, 2013 and 2012, was $82 million, $49 million and $39 million, respectively. | |||||||||||||
As of December 31, 2014, there was $145 million of total unrecognized compensation cost related to non-vested share-based compensation arrangements granted under the plans; that cost is expected to be recognized over a weighted-average period of 1.9 years. | |||||||||||||
The Company maintains an employee stock purchase plan and has issued 76,088 shares, 84,168 shares, and 95,226 shares in 2014, 2013 and 2012, respectively. |
Retirement_Plan
Retirement Plan | 12 Months Ended |
Dec. 31, 2014 | |
Retirement Plan [Abstract] | |
Retirement Plan | Retirement Plan |
Centene has a defined contribution plan which covers substantially all employees who are at least twenty-one years of age. Under the plan, eligible employees may contribute a percentage of their base salary, subject to certain limitations. Centene may elect to match a portion of the employee's contribution. Company expense related to matching contributions to the plan was $12 million, $9 million and $7 million during the years ended December 31, 2014, 2013 and 2012, respectively. |
Commitments
Commitments | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Commitments [Abstract] | ||||
Commitments | Commitments | |||
Centene and its subsidiaries lease office facilities and various equipment under non-cancelable operating leases which may contain escalation provisions. The rental expense related to these leases is recorded on a straight-line basis over the lease term, including rent holidays. Tenant improvement allowances are recorded as a liability and amortized against rent expense over the term of the lease. Rent expense was $46 million, $31 million and $28 million for the years ended December 31, 2014, 2013 and 2012, respectively. Annual non-cancelable minimum lease payments over the next five years and thereafter are as follows ($ in millions): | ||||
2015 | $ | 45 | ||
2016 | 49 | |||
2017 | 40 | |||
2018 | 30 | |||
2019 | 26 | |||
Thereafter | 62 | |||
$ | 252 | |||
Contingencies
Contingencies | 12 Months Ended |
Dec. 31, 2014 | |
Contingencies [Abstract] | |
Contingencies | Contingencies |
On July 5, 2013, the Company's subsidiary, Kentucky Spirit Health Plan, Inc. (Kentucky Spirit), terminated its contract with the Commonwealth of Kentucky (the Commonwealth). Kentucky Spirit believes it had a contractual right to terminate the contract and filed a lawsuit in Franklin Circuit Court seeking a declaration of this right. The Commonwealth has alleged that Kentucky Spirit's exit constitutes a material breach of contract. The Commonwealth seeks to recover substantial damages and to enforce its rights under Kentucky Spirit's $25 million performance bond. On July 3, 2014, the Commonwealth's attorneys asserted in a letter to the Cabinet for Health and Family Services that the Commonwealth's expenditures due to Kentucky Spirit's departure range from $28 million to $40 million plus interest, and that the associated CMS expenditures range from $92 million to $134 million. Kentucky Spirit disputes the Commonwealth's alleged damages, and is pursuing its own litigation claims for damages against the Commonwealth. | |
On February 6, 2015, the Kentucky Court of Appeals affirmed a Franklin Circuit Court ruling that Kentucky Spirit does not have a contractual right to terminate the contract early. The Court of Appeals also found that the contract’s liquidated damages provision “is applicable in the event of a premature termination of the Contract term.” Kentucky Spirit intends to seek Kentucky Supreme Court review of the finding that its departure constituted a breach of contract. The Commonwealth may seek review of the ruling that the liquidated damages provision is applicable in the event of a premature termination. | |
Kentucky Spirit also filed a lawsuit in April 2013, amended in October 2014, in Franklin Circuit Court seeking damages against the Commonwealth for losses sustained due to the Commonwealth's alleged breaches. On December 9, 2014, the Franklin Circuit Court denied the Commonwealth's motion for partial summary judgment on Kentucky Spirit's damages claims. Discovery is proceeding on those claims. | |
The resolution of the Kentucky litigation matters may result in a range of possible outcomes. If Kentucky Spirit prevails on its claims, it would be entitled to damages. If the Commonwealth prevails, a liability to the Commonwealth could be recorded. The Company is unable to estimate the ultimate outcome resulting from the Kentucky litigation. As a result, the Company has not recorded any receivable or any liability for potential damages under the contract as of December 31, 2014. While uncertain, the ultimate resolution of the pending litigation could have a material effect on the financial position, cash flow or results of operations of the Company in the period it is resolved or becomes known. | |
Excluding the Kentucky matters discussed above, the Company is also routinely subjected to legal proceedings in the normal course of business. While the ultimate resolution of such matters in the normal course of business is uncertain, the Company does not expect the results of any of these matters individually, or in the aggregate, to have a material effect on its financial position, results of operations or cash flows. |
Earnings_Per_Share
Earnings Per Share | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Earnings Per Share [Abstract] | ||||||||||||
Earnings Per Share | Earnings Per Share | |||||||||||
The following table sets forth the calculation of basic and diluted net earnings per common share for the years ended December 31 ($ in millions, except per share data): | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Earnings attributable to Centene Corporation: | ||||||||||||
Earnings from continuing operations, net of tax | $ | 268 | $ | 161 | $ | 89 | ||||||
Discontinued operations, net of tax | 3 | 4 | (87 | ) | ||||||||
Net earnings | $ | 271 | $ | 165 | $ | 2 | ||||||
Shares used in computing per share amounts: | ||||||||||||
Weighted average number of common shares outstanding | 116,345,764 | 108,253,090 | 103,018,732 | |||||||||
Common stock equivalents (as determined by applying the treasury stock method) | 4,014,448 | 4,241,256 | 4,410,018 | |||||||||
Weighted average number of common shares and potential dilutive common shares outstanding | 120,360,212 | 112,494,346 | 107,428,750 | |||||||||
Net earnings per common share attributable to Centene Corporation: | ||||||||||||
Basic: | ||||||||||||
Continuing operations | $ | 2.3 | $ | 1.49 | $ | 0.86 | ||||||
Discontinued operations | 0.03 | 0.03 | (0.84 | ) | ||||||||
Basic earnings per common share | $ | 2.33 | $ | 1.52 | $ | 0.02 | ||||||
Diluted: | ||||||||||||
Continuing operations | $ | 2.23 | $ | 1.43 | $ | 0.83 | ||||||
Discontinued operations | 0.02 | 0.04 | (0.81 | ) | ||||||||
Diluted earnings per common share | $ | 2.25 | $ | 1.47 | $ | 0.02 | ||||||
The calculation of diluted earnings per common share for 2014, 2013 and 2012 excludes the impact of 207,980 shares, 187,078 shares and 284,850 shares, respectively, related to anti-dilutive stock options, restricted stock and restricted stock units. |
Segment_Information
Segment Information | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Segment Reporting [Abstract] | ||||||||||||||||
Segment Information | Segment Information | |||||||||||||||
Centene operates in two segments: Managed Care and Specialty Services. The Managed Care segment consists of Centene’s health plans including all of the functions needed to operate them. The Specialty Services segment consists of Centene’s specialty companies offering auxiliary healthcare services and products. | ||||||||||||||||
Factors used in determining the reportable business segments include the nature of operating activities, existence of separate senior management teams, and the type of information presented to the Company's chief operating decision maker to evaluate all results of operations. | ||||||||||||||||
In January 2013, the Company reclassified the health plan in Arizona, which is primarily a LTC operation, to the Managed Care segment. As a result, the financial results of the Arizona health plan have been reclassified from the Specialty Services segment to the Managed Care segment for all periods presented. | ||||||||||||||||
Segment information as of and for the year ended December 31, 2014, follows ($ in millions): | ||||||||||||||||
Managed Care | Specialty | Eliminations | Consolidated | |||||||||||||
Services | Total | |||||||||||||||
Premium and service revenues from external customers | $ | 13,886 | $ | 1,781 | $ | — | $ | 15,667 | ||||||||
Premium and service revenues from internal customers | 60 | 3,019 | (3,079 | ) | — | |||||||||||
Total premium and service revenues | 13,946 | 4,800 | (3,079 | ) | 15,667 | |||||||||||
Earnings from operations | 353 | 111 | — | 464 | ||||||||||||
Total assets | 4,620 | 1,118 | — | 5,738 | ||||||||||||
Segment information as of and for the year ended December 31, 2013, follows ($ in millions): | ||||||||||||||||
Managed Care | Specialty | Eliminations | Consolidated | |||||||||||||
Services | Total | |||||||||||||||
Premium and service revenues from external customers | $ | 9,741 | $ | 785 | $ | — | $ | 10,526 | ||||||||
Premium and service revenues from internal customers | 41 | 2,147 | (2,188 | ) | — | |||||||||||
Total premium and service revenues | 9,782 | 2,932 | (2,188 | ) | 10,526 | |||||||||||
Earnings from operations | 198 | 79 | — | 277 | ||||||||||||
Total assets | 2,817 | 596 | — | 3,413 | ||||||||||||
Segment information as of and for the year ended December 31, 2012, follows ($ in millions): | ||||||||||||||||
Managed Care | Specialty | Eliminations | Consolidated | |||||||||||||
Services | Total | |||||||||||||||
Premium and service revenues from external customers | $ | 7,125 | $ | 557 | $ | — | $ | 7,682 | ||||||||
Premium and service revenues from internal customers | 87 | 1,550 | (1,637 | ) | — | |||||||||||
Total premium and service revenues | 7,212 | 2,107 | (1,637 | ) | 7,682 | |||||||||||
Earnings from operations | 63 | 45 | — | 108 | ||||||||||||
Total assets | 2,164 | 371 | — | 2,535 | ||||||||||||
Quarterly_Selected_Financial_I
Quarterly Selected Financial Information | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Quarterly Selected Financial Information [Abstract] | ||||||||||||||||
Quarterly Selected Financial Information | Quarterly Selected Financial Information | |||||||||||||||
(In millions, except share data) | ||||||||||||||||
(Unaudited) | ||||||||||||||||
For the Quarter Ended | ||||||||||||||||
March 31, | June 30, | September 30, | December 31, | |||||||||||||
2014 | 2014 | 2014 | 2014 | |||||||||||||
Total revenues | $ | 3,460 | $ | 4,023 | $ | 4,352 | $ | 4,725 | ||||||||
Amounts attributable to Centene Corporation common shareholders: | ||||||||||||||||
Earnings from continuing operations, net of income tax expense | $ | 34 | $ | 47 | $ | 81 | $ | 106 | ||||||||
Discontinued operations, net of income tax expense (benefit) | (1 | ) | 2 | 1 | 1 | |||||||||||
Net earnings | $ | 33 | $ | 49 | $ | 82 | $ | 107 | ||||||||
Net earnings per common share attributable to Centene Corporation: | ||||||||||||||||
Basic: | ||||||||||||||||
Continuing operations | $ | 0.3 | $ | 0.41 | $ | 0.69 | $ | 0.9 | ||||||||
Discontinued operations | (0.01 | ) | 0.01 | 0.01 | 0.01 | |||||||||||
Basic earnings per common share | $ | 0.29 | $ | 0.42 | $ | 0.7 | $ | 0.91 | ||||||||
Diluted: | ||||||||||||||||
Continuing operations | $ | 0.29 | $ | 0.39 | $ | 0.67 | $ | 0.87 | ||||||||
Discontinued operations | (0.01 | ) | 0.02 | 0.01 | 0.01 | |||||||||||
Diluted earnings per common share | $ | 0.28 | $ | 0.41 | $ | 0.68 | $ | 0.88 | ||||||||
For the Quarter Ended | ||||||||||||||||
March 31, | June 30, | September 30, | December 31, | |||||||||||||
2013 | 2013 | 2013 | 2013 | |||||||||||||
Total revenues | $ | 2,525 | $ | 2,611 | $ | 2,795 | $ | 2,932 | ||||||||
Amounts attributable to Centene Corporation common shareholders: | ||||||||||||||||
Earnings from continuing operations, net of income tax expense | $ | 23 | $ | 41 | $ | 50 | $ | 48 | ||||||||
Discontinued operations, net of income tax expense (benefit) | — | (1 | ) | (1 | ) | 5 | ||||||||||
Net earnings | $ | 23 | $ | 40 | $ | 49 | $ | 53 | ||||||||
Net earnings (loss) per common share attributable to Centene Corporation: | ||||||||||||||||
Basic: | ||||||||||||||||
Continuing operations | $ | 0.22 | $ | 0.38 | $ | 0.46 | $ | 0.43 | ||||||||
Discontinued operations | — | (0.01 | ) | (0.01 | ) | 0.05 | ||||||||||
Basic earnings per common share | $ | 0.22 | $ | 0.37 | $ | 0.45 | $ | 0.48 | ||||||||
Diluted: | ||||||||||||||||
Continuing operations | $ | 0.21 | $ | 0.36 | $ | 0.44 | $ | 0.42 | ||||||||
Discontinued operations | — | (0.01 | ) | (0.01 | ) | 0.04 | ||||||||||
Diluted earnings per common share | $ | 0.21 | $ | 0.35 | $ | 0.43 | $ | 0.46 | ||||||||
Condensed_Financial_Informatio
Condensed Financial Information Of Registrant | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Condensed Financial Information of Registrant [Abstract] | ||||||||||||
Condensed Financial Information of Registrant | Condensed Financial Information of Registrant | |||||||||||
Centene Corporation (Parent Company Only) | ||||||||||||
Condensed Balance Sheets | ||||||||||||
(In millions, except share data) | ||||||||||||
December 31, | ||||||||||||
2014 | 2013 | |||||||||||
ASSETS | ||||||||||||
Current assets: | ||||||||||||
Cash and cash equivalents | $ | 3 | $ | 3 | ||||||||
Short term investments, at fair value (amortized cost $8 and $6, respectively) | 8 | 6 | ||||||||||
Other current assets | 378 | 125 | ||||||||||
Total current assets | 389 | 134 | ||||||||||
Long term investments, at fair value (amortized cost $10 and $8, respectively) | 10 | 8 | ||||||||||
Investment in subsidiaries | 2,296 | 1,667 | ||||||||||
Other long term assets | 38 | 32 | ||||||||||
Total assets | $ | 2,733 | $ | 1,841 | ||||||||
LIABILITIES AND STOCKHOLDERS' EQUITY | ||||||||||||
Current liabilities | $ | 24 | $ | 5 | ||||||||
Long term debt | 815 | 591 | ||||||||||
Other long term liabilities | 3 | 2 | ||||||||||
Total liabilities | 842 | 598 | ||||||||||
Redeemable noncontrolling interest | 148 | — | ||||||||||
Stockholders' equity: | ||||||||||||
Common stock, $.001 par value; authorized 200,000,000 shares; 124,274,864 issued and 118,433,416 outstanding at December 31, 2014, and 117,346,430 issued and 110,638,478 outstanding at December 31, 2013 | — | — | ||||||||||
Additional paid-in capital | 840 | 594 | ||||||||||
Accumulated other comprehensive loss | (1 | ) | (3 | ) | ||||||||
Retained earnings | 1,003 | 732 | ||||||||||
Treasury stock, at cost (5,841,448 and 6,707,952 shares, respectively) | (98 | ) | (89 | ) | ||||||||
Total Centene stockholders' equity | 1,744 | 1,234 | ||||||||||
Noncontrolling interest | (1 | ) | 9 | |||||||||
Total stockholders' equity | 1,743 | 1,243 | ||||||||||
Total liabilities and stockholders' equity | $ | 2,733 | $ | 1,841 | ||||||||
See notes to condensed financial information of registrant. | ||||||||||||
Centene Corporation (Parent Company Only) | ||||||||||||
Condensed Statements of Operations | ||||||||||||
(In millions, except share data) | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Expenses: | ||||||||||||
General and administrative expenses | $ | 3 | $ | 4 | $ | 4 | ||||||
Other income (expense): | ||||||||||||
Investment and other income | 1 | 1 | 20 | |||||||||
Interest expense | (30 | ) | (23 | ) | (16 | ) | ||||||
Earnings (loss) before income taxes | (32 | ) | (26 | ) | — | |||||||
Income tax benefit | (8 | ) | (15 | ) | (10 | ) | ||||||
Net earnings (loss) before equity in subsidiaries | (24 | ) | (11 | ) | 10 | |||||||
Equity in earnings from subsidiaries | 285 | 173 | 66 | |||||||||
Net earnings | 261 | 162 | 76 | |||||||||
(Earnings) loss attributable to noncontrolling interests | 7 | (1 | ) | 13 | ||||||||
Net earnings attributable to Centene | 268 | 161 | 89 | |||||||||
Net earnings per share from continuing operations: | ||||||||||||
Basic earnings per common share | $ | 2.3 | $ | 1.49 | $ | 0.86 | ||||||
Diluted earnings per common share | $ | 2.23 | $ | 1.43 | $ | 0.83 | ||||||
Weighted average number of shares outstanding: | ||||||||||||
Basic | 116,345,764 | 108,253,090 | 103,018,732 | |||||||||
Diluted | 120,360,212 | 112,494,346 | 107,428,750 | |||||||||
See notes to condensed financial information of registrant. | ||||||||||||
Centene Corporation (Parent Company Only) | ||||||||||||
Condensed Statements of Cash Flows | ||||||||||||
(In millions) | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Cash flows from operating activities: | ||||||||||||
Cash provided by operating activities | $ | 317 | $ | 302 | $ | 328 | ||||||
Cash flows from investing activities: | ||||||||||||
Net dividends from and capital contributions to subsidiaries | (384 | ) | (417 | ) | (540 | ) | ||||||
Purchase of investments | (32 | ) | (12 | ) | (7 | ) | ||||||
Sales and maturities of investments | 14 | 10 | 30 | |||||||||
Acquisitions | (137 | ) | (67 | ) | — | |||||||
Net cash used in investing activities | (539 | ) | (486 | ) | (517 | ) | ||||||
Cash flows from financing activities: | ||||||||||||
Proceeds from borrowings | 1,875 | 180 | 400 | |||||||||
Payment of long term debt | (1,650 | ) | (30 | ) | (215 | ) | ||||||
Proceeds from exercise of stock options | 8 | 9 | 16 | |||||||||
Proceeds from stock offering | — | 15 | — | |||||||||
Common stock repurchases | (29 | ) | (20 | ) | (13 | ) | ||||||
Debt issue costs | (7 | ) | (3 | ) | (4 | ) | ||||||
Contributions from noncontrolling interest | 6 | 8 | 1 | |||||||||
Purchase of noncontrolling interest | — | — | (14 | ) | ||||||||
Excess tax benefits from stock compensation | 19 | 6 | 11 | |||||||||
Net cash provided by financing activities | 222 | 165 | 182 | |||||||||
Net increase (decrease) in cash and cash equivalents | — | (19 | ) | (7 | ) | |||||||
Cash and cash equivalents, beginning of period | 3 | 22 | 29 | |||||||||
Cash and cash equivalents, end of period | $ | 3 | $ | 3 | $ | 22 | ||||||
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, 2014, 2013 and 2012, cash flows received by the parent from unrestricted subsidiaries was $341 million, $313 million, and $318 million 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 2014, 2013 and 2012, the Registrant received dividends from its subsidiaries totaling $54 million, $21 million and $29 million, respectively. | ||||||||||||
Note C - Other Current Assets | ||||||||||||
The parent company's other current assets include $359 million and $113 million of federal and state income tax receivables as of December 31, 2014 and 2013, respectively, primarily due to tax sharing agreements with its subsidiaries. |
Subsequent_Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2014 | |
Subsequent Events [Abstract] | |
Subsequent Event | Subsequent Events |
In January 2015, the Company issued an additional $200 million of 4.75% Senior Notes ($200 million Add-on Notes) at par. The $200 million Add-on Notes were offered as additional debt securities under an indenture dated as of April 29, 2014, pursuant to which the Company previously issued $300 million aggregate principal amount of 4.75% Senior Notes due 2022. In connection with the January 2015 issuance, the Company entered into interest rate swap agreements for a notional amount of $200 million at a floating rate of interest based on the three month LIBOR plus 2.88%. Gains and losses due to changes in the fair value of the interest rate swap will completely offset changes in the fair value of the hedged portion of the underlying debt and will be recorded as an adjustment to the $200 million Add-on Notes. | |
In January 2015, the Company sold 25% of our ownership in Celtic Insurance Company. No gain or loss was recognized on the sale of the ownership interest. Celtic Insurance Company is included in the Specialty Services segment. Under the terms of the agreement, the Company entered into a put agreement with the noncontrolling interest holder to purchase the noncontrolling interest at a later date. |
Summary_Of_Significant_Account1
Summary Of Significant Accounting Policies (Policies) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Summary Of Significant Accounting Policies [Abstract] | ||||||||||||
Principles of Consolidation | Principles of Consolidation | |||||||||||
The accompanying consolidated financial statements include the accounts of Centene Corporation and all majority owned subsidiaries and subsidiaries over which the Company exercises the power and control to direct activities significantly impacting financial performance. All material intercompany balances and transactions have been eliminated. The assets, liabilities and results of operations of Kentucky Spirit Health Plan are classified as discontinued operations for all periods presented. | ||||||||||||
Certain amounts in the consolidated financial statements have been reclassified to conform to the 2014 presentation. These reclassifications have no effect on net earnings or stockholders' equity as previously reported. | ||||||||||||
Use of Estimates | Use of Estimates | |||||||||||
The preparation of financial statements in conformity with generally accepted accounting principles in the United States, or GAAP, requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Future events and their effects cannot be predicted with certainty; accordingly, the accounting estimates require the exercise of judgment. The accounting estimates used in the preparation of the consolidated financial statements will change as new events occur, as more experience is acquired, as additional information is obtained and as the operating environment changes. The Company evaluates and updates its assumptions and estimates on an ongoing basis and may employ outside experts to assist in our evaluation, as considered necessary. Actual results could differ from those estimates. | ||||||||||||
Cash and Cash Equivalents | Cash and Cash Equivalents | |||||||||||
Investments with original maturities of three months or less are considered to be cash equivalents. Cash equivalents consist of money market funds and bank certificates of deposit and savings accounts. | ||||||||||||
The Company maintains amounts on deposit with various financial institutions, which may exceed federally insured limits. However, management periodically evaluates the credit-worthiness of those institutions, and the Company has not experienced any losses on such deposits. | ||||||||||||
Investments | Investments | |||||||||||
Short term investments include securities with maturities greater than three months to one year. Long term investments include securities with maturities greater than one year. | ||||||||||||
Short term and long term investments are generally classified as available for sale and are carried at fair value. Certain equity investments are recorded using the cost or equity method. Unrealized gains and losses on investments available for sale are excluded from earnings and reported in accumulated other comprehensive income, a separate component of stockholders' equity, net of income tax effects. Premiums and discounts are amortized or accreted over the life of the related security using the effective interest method. The Company monitors the difference between the cost and fair value of investments. Investments that experience a decline in value that is judged to be other than temporary are written down to fair value and a realized loss is recorded in investment and other income. To calculate realized gains and losses on the sale of investments, the Company uses the specific amortized cost of each investment sold. Realized gains and losses are recorded in investment and other income. | ||||||||||||
The Company uses the equity method to account for certain of its investment in entities that it does not control and for which it does not have the ability to exercise significant influence over operating and financial policies. These investments are recorded at the lower of their cost or fair value adjusted for the Company's proportionate share of their undistributed earnings or losses. | ||||||||||||
Restricted Deposits | Restricted Deposits | |||||||||||
Restricted deposits consist of investments required by various state statutes to be deposited or pledged to state agencies. These investments are classified as long term, regardless of the contractual maturity date, due to the nature of the states' requirements. The Company is required to annually adjust the amount of the deposit pledged to certain states. | ||||||||||||
Fair Value Measurements | Fair Value Measurements | |||||||||||
In the normal course of business, the Company invests in various financial assets and incurs various financial liabilities. Fair values are disclosed for all financial instruments, whether or not such values are recognized in the Consolidated Balance Sheets. Management obtains quoted market prices and other observable inputs for these disclosures. The carrying amounts reported in the Consolidated Balance Sheets for cash and cash equivalents, premium and related receivables, unearned revenue, accounts payable and accrued expenses, and certain other current liabilities are carried at cost, which approximates fair value because of their short term nature. | ||||||||||||
The following methods and assumptions were used to estimate the fair value of each financial instrument: | ||||||||||||
• | Available for sale investments and restricted deposits: The carrying amount is stated at fair value, based on quoted market prices, where available. For securities not actively traded, fair values were estimated using values obtained from independent pricing services or quoted market prices of comparable instruments. | |||||||||||
• | Senior unsecured notes: Estimated based on third-party quoted market prices for the same or similar issues. | |||||||||||
• | Variable rate debt: The carrying amount of our floating rate debt approximates fair value since the interest rates adjust based on market rate adjustments. | |||||||||||
• | Interest rate swap: Estimated based on third-party market prices based on the forward 3-month LIBOR curve. | |||||||||||
• | Contingent consideration: Estimate based on expected membership retained at contract commencement and per member purchase price in the acquisition agreement. | |||||||||||
Property, Software and Equipment | Property, Software and Equipment | |||||||||||
Property, software and equipment are stated at cost less accumulated depreciation. Capitalized software includes certain costs incurred in the development of internal-use software, including external direct costs of materials and services and payroll costs of employees devoted to specific software development. Depreciation is calculated principally by the straight-line method over estimated useful lives. Leasehold improvements are depreciated using the straight-line method over the shorter of the expected useful life or the remaining term of the lease. Property, software and equipment are depreciated over the following periods: | ||||||||||||
Fixed Asset | Depreciation Period | |||||||||||
Buildings and land improvements | 3 - 40 years | |||||||||||
Computer hardware and software | 2 - 7 years | |||||||||||
Furniture and equipment | 3 - 10 years | |||||||||||
Leasehold improvements | 1 - 20 years | |||||||||||
The carrying amounts of all long-lived assets are evaluated to determine if adjustment to the depreciation and amortization period or to the unamortized balance is warranted. Such evaluation is based principally on the expected utilization of the long-lived assets. | ||||||||||||
The Company retains fully depreciated assets in property and accumulated depreciation accounts until it removes them from service. In the case of sale, retirement, or disposal, the asset cost and related accumulated depreciation balance is removed from the respective account, and the resulting net amount, less any proceeds, is included as a component of earnings from operations in the consolidated statements of operations. | ||||||||||||
Goodwill and Intangible Assets | Goodwill and Intangible Assets | |||||||||||
Intangible assets represent assets acquired in purchase transactions and consist primarily of customer relationships, purchased contract rights, provider contracts, trade names and goodwill. Intangible assets are amortized using the straight-line method over the following periods: | ||||||||||||
Intangible Asset | Amortization Period | |||||||||||
Purchased contract rights | 5 - 15 years | |||||||||||
Provider contracts | 4 - 15 years | |||||||||||
Customer relationships | 3 - 15 years | |||||||||||
Trade names | 7 - 20 years | |||||||||||
The Company tests for impairment of intangible assets as well as long-lived assets whenever events or changes in circumstances indicate that the carrying value of an asset or asset group (hereinafter referred to as “asset group”) may not be recoverable by comparing the sum of the estimated undiscounted future cash flows expected to result from use of the asset group and its eventual disposition to the carrying value. Such factors include, but are not limited to, significant changes in membership, state funding, state contracts and provider networks and contracts. If the sum of the estimated undiscounted future cash flows is less than the carrying value, an impairment determination is required. The amount of impairment is calculated by subtracting the fair value of the asset group from the carrying value of the asset group. An impairment charge, if any, is recognized within earnings from operations. | ||||||||||||
The Company tests goodwill for impairment using a fair value approach. The Company is required to test for impairment at least annually, absent a triggering event including a significant decline in operating performance that would require an impairment assessment. Absent any impairment indicators, the Company performs its goodwill impairment testing during the fourth quarter of each year. The Company recognizes an impairment charge for any amount by which the carrying amount of goodwill exceeds its implied fair value. | ||||||||||||
The Company first assesses qualitative factors to determine whether it is necessary to perform the two-step quantitative goodwill impairment test. The Company generally does not calculate the fair value of a reporting unit unless it determines, based on a qualitative assessment, that it is more likely than not that its fair value is less than its carrying amount. However, in certain circumstances, such as recent acquisitions, the Company may elect to perform a quantitative assessment without first assessing qualitative factors. | ||||||||||||
If the two-step quantitative test is deemed necessary, the Company determines an appropriate valuation technique to estimate a reporting unit's fair value as of the testing date. The Company utilizes either the income approach or the market approach, whichever is most appropriate for the respective reporting unit. The income approach is based on an internally developed discounted cash flow model that includes many assumptions related to future growth rates, discount factors, future tax rates, etc. The market approach is based on financial multiples of comparable companies derived from current market data. Changes in economic and operating conditions impacting assumptions used in our analyses could result in goodwill impairment in future periods. | ||||||||||||
Medical Claims Liability | Medical Claims Liability | |||||||||||
Medical claims liability includes claims reported but not yet paid, or inventory, estimates for claims incurred but not reported, or IBNR, and estimates for the costs necessary to process unpaid claims at the end of each period. The Company estimates its medical claims liability using actuarial methods that are commonly used by health insurance actuaries and meet Actuarial Standards of Practice. These actuarial methods consider factors such as historical data for payment patterns, cost trends, product mix, seasonality, utilization of healthcare services and other relevant factors. | ||||||||||||
Actuarial Standards of Practice generally require that the medical claims liability estimates be adequate to cover obligations under moderately adverse conditions. Moderately adverse conditions are situations in which the actual claims are expected to be higher than the otherwise estimated value of such claims at the time of estimate. In many situations, the claims amounts ultimately settled will be different than the estimate that satisfies the Actuarial Standards of Practice. The Company includes in its IBNR an estimate for medical claims liability under moderately adverse conditions which represents the risk of adverse deviation of the estimates in its actuarial method of reserving. | ||||||||||||
The Company uses its judgment to determine the assumptions to be used in the calculation of the required estimates. The assumptions it considers when estimating IBNR include, without limitation, claims receipt and payment experience (and variations in that experience), changes in membership, provider billing practices, healthcare service utilization trends, cost trends, product mix, seasonality, prior authorization of medical services, benefit changes, known outbreaks of disease or increased incidence of illness such as influenza, provider contract changes, changes to fee schedules, and the incidence of high dollar or catastrophic claims. | ||||||||||||
The Company's development of the medical claims liability estimate is a continuous process which it monitors and refines on a monthly basis as additional claims receipts and payment information becomes available. As more complete claims information becomes available, the Company adjusts the amount of the estimates, and includes the changes in estimates in medical costs in the period in which the changes are identified. In every reporting period, the operating results include the effects of more completely developed medical claims liability estimates associated with previously reported periods. The Company consistently applies its reserving methodology from period to period. As additional information becomes known, it adjusts the actuarial model accordingly to establish medical claims liability estimates. | ||||||||||||
The Company periodically reviews actual and anticipated experience compared to the assumptions used to establish medical costs. The Company establishes premium deficiency reserves if actual and anticipated experience indicates that existing policy liabilities together with the present value of future gross premiums will not be sufficient to cover the present value of future benefits, settlement and maintenance costs. | ||||||||||||
Revenue Recognition | Revenue Recognition | |||||||||||
The Company's health plans generate revenues primarily from premiums received from the states in which it operates health plans. The Company receives a fixed premium per member per month pursuant to its state contracts. The Company generally receives premium payments during the month it provides services and recognizes premium revenue during the period in which it is obligated to provide services to its members. In some instances, the Company's base premiums are subject to an adjustment, or risk score, based on the acuity of its membership. Generally, the risk score is determined by the State analyzing submissions of processed claims data to determine the acuity of the Company's membership relative to the entire state's Medicaid membership. Some states enact premium taxes, similar assessments and provider pass-through payments, collectively premium taxes, and these taxes are recorded as a separate component of both revenues and operating expenses. Some contracts allow for additional premiums related to certain supplemental services provided such as maternity deliveries. | ||||||||||||
Revenues are recorded based on membership and eligibility data provided by the states, which is adjusted on a monthly basis by the states for retroactive additions or deletions to membership data. These eligibility adjustments are estimated monthly and subsequent adjustments are made in the period known. We continuously review and update those estimates as new information becomes available. It is possible that new information could require us to make additional adjustments, which could be significant, to these estimates. | ||||||||||||
The Company's specialty companies generate revenues under contracts with state programs, individuals, healthcare organizations and other commercial organizations, as well as from the Company's own subsidiaries. Revenues are recognized when the related services are provided or as ratably earned over the covered period of service. | ||||||||||||
Health Insurance Marketplace [Policy Text Block] | Health Insurance Marketplace | |||||||||||
The Affordable Care Act (ACA) established risk spreading premium stabilization programs effective January 1, 2014 for the Health Insurance Marketplace product. These programs, commonly referred to as the “three Rs,” include a permanent risk adjustment program, a transitional reinsurance program, and a temporary risk corridor program. The Company’s accounting policies for the programs are as follows: | ||||||||||||
Risk Adjustment | ||||||||||||
The permanent risk adjustment program established by the ACA transfers funds from qualified individual and small group insurance plans with below average risk scores to those plans with above average risk scores within each state. The Company estimates the receivable or payable under the risk adjustment program based on its estimated risk score compared to the state average risk score. The Company may record a receivable or payable as an adjustment to Premium revenue to reflect the year to date impact of the risk adjustment based on its best estimate. The Company expects to refine its estimate as new information becomes available. As of December 31, 2014, the Company recorded a payable of $44 million associated with risk adjustment. | ||||||||||||
Reinsurance | ||||||||||||
The ACA established a transitional three-year reinsurance program whereby the Company’s claims costs incurred for qualified members will be reimbursed when they exceed a specific threshold ($45,000 with 80% coinsurance). When qualified member claims costs exceed the threshold, the Company is entitled to certain reimbursements from this program. The Company accounts for reinsurance recoveries as a reduction of Medical Costs based on each individual case that exceeds the reinsurance threshold established by the program. As of December 31, 2014, the Company recorded a receivable of $11 million associated with reinsurance. | ||||||||||||
Risk Corridor | ||||||||||||
The temporary, three-year risk corridor program established by the ACA applies to qualified individual and small group health plans operating both inside and outside of the Health Insurance Marketplace. The risk corridor program limits the Company’s gains and losses in the Health Insurance Marketplace by comparing certain medical and administrative costs to a target amount and sharing the risk for allowable costs with the federal government. Allowable medical costs are adjusted for risk adjustment settlements, transitional reinsurance recoveries, and cost sharing reductions received from the federal government. The Company records a risk corridor receivable or payable as an adjustment to Premium Revenue on a year to date basis based on where its estimated annual costs fall within the risk corridor range. As of December 31, 2014, the Company recorded a payable of $9 million associated with risk corridor. | ||||||||||||
Minimum Medical Loss Ratio | ||||||||||||
Additionally, the ACA established a minimum annual medical loss ratio for the Health Insurance Marketplace. Each of the three R programs described above are taken into consideration to determine if the Company’s estimated annual medical costs are less than the minimum loss ratio and require an adjustment to Premium revenue to meet the minimum medical loss ratio. As of December 31, 2014, the Company recorded a payable of $6 million associated with minimum medical loss ratio. | ||||||||||||
Premium And Related Receivables And Unearned Revenue | Premium and Related Receivables and Unearned Revenue | |||||||||||
Premium and service revenues collected in advance are recorded as unearned revenue. For performance-based contracts the Company does not recognize revenue subject to refund until data is sufficient to measure performance. Premiums and service revenues due to the Company are recorded as premium and related receivables and are recorded net of an allowance based on historical trends and management's judgment on the collectibility of these accounts. As the Company generally receives payments during the month in which services are provided, the allowance is typically not significant in comparison to total revenues and does not have a material impact on the presentation of the financial condition or results of operations. Activity in the allowance for uncollectible accounts for the years ended December 31, is summarized below ($ in millions): | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Allowances, beginning of year | $ | 1 | $ | 1 | $ | 1 | ||||||
Amounts charged to expense | 8 | 3 | 1 | |||||||||
Write-offs of uncollectible receivables | (4 | ) | (3 | ) | (1 | ) | ||||||
Allowances, end of year | $ | 5 | $ | 1 | $ | 1 | ||||||
Significant Customers | Significant Customers | |||||||||||
Centene receives the majority of its revenues under contracts or subcontracts with state Medicaid managed care programs. The current contracts expire on various dates between January 31, 2015 and June 30, 2019. States where the aggregate annual contract value exceeded 10% of total annual revenues included Texas, where the percentage of the Company's total revenue was 25%, 37% and 40% for the years ended December 31, 2014, 2013, and 2012, respectively, and Florida where the percentage of the Company's total revenue was 14% for the year ended December 31, 2014. | ||||||||||||
Other Income (Expense) | Other Income (Expense) | |||||||||||
Other income (expense) consists principally of investment income, interest expense and equity method earnings from investments. Investment income is derived from the Company's cash, cash equivalents, restricted deposits and investments. Interest expense relates to borrowings under the senior notes, interest rate swap, credit facilities, interest on capital leases and credit facility fees. | ||||||||||||
Income Taxes | Income Taxes | |||||||||||
Deferred tax assets and liabilities are recorded for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax law or tax rates is recognized in income in the period that includes the enactment date. | ||||||||||||
Valuation allowances are provided when it is considered more likely than not that deferred tax assets will not be realized. In determining if a deductible temporary difference or net operating loss can be realized, the Company considers future reversals of existing taxable temporary differences, future taxable income, taxable income in prior carryback periods and tax planning strategies. | ||||||||||||
Contingencies | Contingencies | |||||||||||
The Company accrues for loss contingencies associated with outstanding litigation, claims and assessments for which it has determined it is probable that a loss contingency exists and the amount of loss can be reasonably estimated. The Company expenses professional fees associated with litigation claims and assessments as incurred. | ||||||||||||
Stock Based Compensation | Stock Based Compensation | |||||||||||
The fair value of the Company's employee share options and similar instruments are estimated using the Black-Scholes option-pricing model. That cost is recognized over the period during which an employee is required to provide service in exchange for the award. Excess tax benefits related to stock compensation are presented as a cash inflow from financing activities. | ||||||||||||
Foreign Currency Transactions and Translations Policy [Policy Text Block] | Foreign Currency Translation | |||||||||||
The Company is exposed to foreign currency exchange risk through its equity method investment in Ribera Salud S.A. (Ribera Salud), a Spanish health management group whose functional currency is the Euro. The assets and liabilities of the Company's investment are translated into United States dollars at the balance sheet date. The Company translates its proportionate share of earnings using average rates during the year. The resulting foreign currency translation adjustments are recorded as a separate component of accumulated other comprehensive income. |
Summary_Of_Significant_Account2
Summary Of Significant Accounting Policies (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Summary Of Significant Accounting Policies [Abstract] | ||||||||||||
Schedule Of Property Software And Equipment Depreciation Periods [Table Text Block] | Property, software and equipment are depreciated over the following periods: | |||||||||||
Fixed Asset | Depreciation Period | |||||||||||
Buildings and land improvements | 3 - 40 years | |||||||||||
Computer hardware and software | 2 - 7 years | |||||||||||
Furniture and equipment | 3 - 10 years | |||||||||||
Leasehold improvements | 1 - 20 years | |||||||||||
Schedule Of Amortization Period For Intangible Assets [Table Text Block] | Intangible assets are amortized using the straight-line method over the following periods: | |||||||||||
Intangible Asset | Amortization Period | |||||||||||
Purchased contract rights | 5 - 15 years | |||||||||||
Provider contracts | 4 - 15 years | |||||||||||
Customer relationships | 3 - 15 years | |||||||||||
Trade names | 7 - 20 years | |||||||||||
Schedule Of Allowance For Uncollectible Accounts [Table Text Block] | Activity in the allowance for uncollectible accounts for the years ended December 31, is summarized below ($ in millions): | |||||||||||
2014 | 2013 | 2012 | ||||||||||
Allowances, beginning of year | $ | 1 | $ | 1 | $ | 1 | ||||||
Amounts charged to expense | 8 | 3 | 1 | |||||||||
Write-offs of uncollectible receivables | (4 | ) | (3 | ) | (1 | ) | ||||||
Allowances, end of year | $ | 5 | $ | 1 | $ | 1 | ||||||
Acquisitions_and_Noncontrollin1
Acquisitions and Noncontrolling Interest Non Controlling Interest and Acquisition (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Noncontrolling Interest [Abstract] | ||||||||||||
Noncontrolling Interest Disclosure [Text Block] | Noncontrolling Interest | |||||||||||
The Company has consolidated subsidiaries where it maintains less than 100% ownership. The Company’s ownership interest for each subsidiary as of December 31, are as follows: | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Centurion | 51 | % | 51 | % | 51 | % | ||||||
Home State Health Plan | 95 | % | 95 | % | 95 | % | ||||||
U.S. Medical Management | 68 | % | — | — | ||||||||
Schedule of Net Income Atrributable to Parent and Transfers from and to Non-controlling Interest Entities | Net income attributable to Centene Corporation and transfers from (to) noncontrolling interest entities are as follows ($ in millions): | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Net earnings attributable to Centene Corporation | $ | 268 | $ | 161 | $ | 89 | ||||||
Transfers from (to) the noncontrolling interest: | ||||||||||||
Decrease in equity for purchase of, distribution to and redemption of noncontrolling interest | — | — | (12 | ) | ||||||||
Increase in equity for distributions from and consolidation of noncontrolling interest | — | 7 | 1 | |||||||||
Reclassification to redeemable noncontrolling interest | (9 | ) | — | — | ||||||||
Net transfers from (to) noncontrolling interest | (9 | ) | 7 | (11 | ) | |||||||
Changes from net earnings attributable to Centene Corporation and net transfers from (to) the noncontrolling interest | $ | 259 | $ | 168 | $ | 78 | ||||||
Redeemable Noncontrolling Interest [Table Text Block] | A reconciliation of the changes in the Redeemable Noncontrolling Interest is as follows ($ in millions): | |||||||||||
Balance, December 31, 2013 | $ | — | ||||||||||
Fair value of noncontrolling interest at acquisition | 139 | |||||||||||
Contribution from noncontrolling interest | 6 | |||||||||||
Reclassification to redeemable noncontrolling interest | 9 | |||||||||||
Net losses attributable to noncontrolling interest | (6 | ) | ||||||||||
Balance, December 31, 2014 | $ | 148 | ||||||||||
Discontinued_Operations_Tables
Discontinued Operations (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Discontinued Operations and Disposal Groups [Abstract] | |||||||||||||
Schedule of Disposal Groups, Including Discontinued Operations, Income Statement, Balance Sheet and Additional Disclosures [Table Text Block] | Operating results for the discontinued operations are as follows ($ in millions): | ||||||||||||
Year Ended December 31, | |||||||||||||
2014 | 2013 | 2012 | |||||||||||
Revenues | $ | — | $ | 248 | $ | 557 | |||||||
Earnings (loss) before income taxes | $ | 4 | $ | 6 | $ | (134 | ) | ||||||
Net earnings (loss) | $ | 3 | $ | 4 | $ | (87 | ) | ||||||
Assets and liabilities of the discontinued operations are as follows ($ in millions): | |||||||||||||
December 31, 2014 | December 31, 2013 | ||||||||||||
Current assets | $ | 75 | $ | 78 | |||||||||
Long term investments and restricted deposits | 25 | 38 | |||||||||||
Other assets | — | — | |||||||||||
Assets of discontinued operations | $ | 100 | $ | 116 | |||||||||
Medical claims liability | $ | 10 | $ | 27 | |||||||||
Accounts payable and accrued expenses | 7 | 3 | |||||||||||
Other liabilities | 1 | 1 | |||||||||||
Liabilities of discontinued operations | $ | 18 | $ | 31 | |||||||||
ShortTerm_And_LongTerm_Investm1
Short-Term And Long-Term Investments And Restricted Deposits (Tables) | 12 Months Ended | |||||||||||||||||||||||||||||||
Dec. 31, 2014 | ||||||||||||||||||||||||||||||||
Investments, Debt and Equity Securities [Abstract] | ||||||||||||||||||||||||||||||||
Short-Term And Long-Term Investments And Restricted Deposits By Investment Type | Short term and long term investments and restricted deposits by investment type consist of the following ($ in millions): | |||||||||||||||||||||||||||||||
December 31, 2014 | December 31, 2013 | |||||||||||||||||||||||||||||||
Amortized | Gross | Gross | Fair | Amortized | Gross | Gross | Fair | |||||||||||||||||||||||||
Cost | Unrealized | Unrealized Losses | Value | Cost | Unrealized | Unrealized Losses | Value | |||||||||||||||||||||||||
Gains | Gains | |||||||||||||||||||||||||||||||
U.S. Treasury securities and obligations of U.S. government corporations and agencies | $ | 393 | $ | 1 | $ | (2 | ) | $ | 392 | $ | 246 | $ | — | $ | (7 | ) | $ | 239 | ||||||||||||||
Corporate securities | 556 | 2 | (2 | ) | 556 | 294 | 3 | (1 | ) | 296 | ||||||||||||||||||||||
Restricted certificates of deposit | 6 | — | — | 6 | 6 | — | — | 6 | ||||||||||||||||||||||||
Restricted cash equivalents | 79 | — | — | 79 | 27 | — | — | 27 | ||||||||||||||||||||||||
Municipal securities: | ||||||||||||||||||||||||||||||||
General obligation | 54 | — | — | 54 | 54 | — | — | 54 | ||||||||||||||||||||||||
Pre-refunded | 5 | — | — | 5 | 11 | — | — | 11 | ||||||||||||||||||||||||
Revenue | 101 | 1 | — | 102 | 69 | — | — | 69 | ||||||||||||||||||||||||
Variable rate demand notes | 14 | — | — | 14 | 29 | — | — | 29 | ||||||||||||||||||||||||
Asset backed securities | 180 | — | — | 180 | 139 | — | — | 139 | ||||||||||||||||||||||||
Mortgage backed securities | 84 | 1 | — | 85 | 34 | — | — | 34 | ||||||||||||||||||||||||
Cost and equity method investments | 68 | — | — | 68 | 22 | — | — | 22 | ||||||||||||||||||||||||
Life insurance contracts | 16 | — | — | 16 | 15 | — | — | 15 | ||||||||||||||||||||||||
Total | $ | 1,556 | $ | 5 | $ | (4 | ) | $ | 1,557 | $ | 946 | $ | 3 | $ | (8 | ) | $ | 941 | ||||||||||||||
Schedule Of Available-For-Sale Investments In A Continuous Unrealized Loss Position | The fair value of available-for-sale investments with gross unrealized losses by investment type and length of time that individual securities have been in a continuous unrealized loss position were as follows ($ in millions): | |||||||||||||||||||||||||||||||
December 31, 2014 | December 31, 2013 | |||||||||||||||||||||||||||||||
Less Than 12 Months | 12 Months or More | Less Than 12 Months | 12 Months or More | |||||||||||||||||||||||||||||
Unrealized Losses | Fair | Unrealized Losses | Fair | Unrealized Losses | Fair | Unrealized Losses | Fair | |||||||||||||||||||||||||
Value | Value | Value | Value | |||||||||||||||||||||||||||||
U.S. Treasury securities and obligations of U.S. government corporations and agencies | $ | — | $ | 72 | $ | (2 | ) | $ | 180 | $ | (7 | ) | $ | 172 | $ | (1 | ) | $ | 27 | |||||||||||||
Corporate securities | (2 | ) | 311 | — | 1 | — | 53 | — | 5 | |||||||||||||||||||||||
Municipal securities: | ||||||||||||||||||||||||||||||||
General obligation | — | 4 | — | 3 | — | 4 | — | 2 | ||||||||||||||||||||||||
Revenue | — | 16 | — | 3 | — | 28 | — | — | ||||||||||||||||||||||||
Pre-refunded | — | — | — | 1 | — | — | — | — | ||||||||||||||||||||||||
Asset backed securities | — | 70 | — | 10 | — | 38 | — | — | ||||||||||||||||||||||||
Mortgage backed securities | — | 18 | — | — | — | 34 | — | — | ||||||||||||||||||||||||
Total | $ | (2 | ) | $ | 491 | $ | (2 | ) | $ | 198 | $ | (7 | ) | $ | 329 | $ | (1 | ) | $ | 34 | ||||||||||||
Contractual Maturities Of Short-Term And Long-Term Investments And Restricted Deposits | The contractual maturities of short term and long term investments and restricted deposits are as follows ($ in millions): | |||||||||||||||||||||||||||||||
December 31, 2014 | December 31, 2013 | |||||||||||||||||||||||||||||||
Investments | Restricted Deposits | Investments | Restricted Deposits | |||||||||||||||||||||||||||||
Amortized | Fair | Amortized | Fair | Amortized | Fair | Amortized | Fair | |||||||||||||||||||||||||
Cost | Value | Cost | Value | Cost | Value | Cost | Value | |||||||||||||||||||||||||
One year or less | $ | 176 | $ | 177 | $ | 92 | $ | 92 | $ | 102 | $ | 102 | $ | 41 | $ | 41 | ||||||||||||||||
One year through five years | 1,121 | 1,121 | 8 | 8 | 610 | 611 | 6 | 6 | ||||||||||||||||||||||||
Five years through ten years | 121 | 120 | — | — | 157 | 151 | — | — | ||||||||||||||||||||||||
Greater than ten years | 38 | 39 | — | — | 30 | 30 | — | — | ||||||||||||||||||||||||
Total | $ | 1,456 | $ | 1,457 | $ | 100 | $ | 100 | $ | 899 | $ | 894 | $ | 47 | $ | 47 | ||||||||||||||||
Fair_Value_Measurements_Tables
Fair Value Measurements (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Fair Value Disclosures [Abstract] | ||||||||||||||||
Fair Value Measurements By Level For Assets Measured At Fair Value On A Recurring Basis | The following table summarizes fair value measurements by level at December 31, 2014, for assets and liabilities measured at fair value on a recurring basis ($ in millions): | |||||||||||||||
Level I | Level II | Level III | Total | |||||||||||||
Assets | ||||||||||||||||
Cash and cash equivalents | $ | 1,546 | $ | — | $ | — | $ | 1,546 | ||||||||
Investments available for sale: | ||||||||||||||||
U.S. Treasury securities and obligations of U.S. government corporations and agencies | $ | 360 | $ | 17 | $ | — | $ | 377 | ||||||||
Corporate securities | — | 556 | — | 556 | ||||||||||||
Municipal securities: | ||||||||||||||||
General obligation | — | 54 | — | 54 | ||||||||||||
Pre-refunded | — | 5 | — | 5 | ||||||||||||
Revenue | — | 102 | — | 102 | ||||||||||||
Variable rate demand notes | — | 14 | — | 14 | ||||||||||||
Asset backed securities | — | 180 | — | 180 | ||||||||||||
Mortgage backed securities | — | 85 | — | 85 | ||||||||||||
Total investments | $ | 360 | $ | 1,013 | $ | — | $ | 1,373 | ||||||||
Restricted deposits available for sale: | ||||||||||||||||
Cash and cash equivalents | $ | 79 | $ | — | $ | — | $ | 79 | ||||||||
Certificates of deposit | 6 | — | — | 6 | ||||||||||||
U.S. Treasury securities and obligations of U.S. government corporations and agencies | 15 | — | — | 15 | ||||||||||||
Total restricted deposits | $ | 100 | $ | — | $ | — | $ | 100 | ||||||||
Other long term assets: | ||||||||||||||||
Interest rate swap agreements | $ | — | $ | 11 | $ | — | $ | 11 | ||||||||
Total assets at fair value | $ | 2,006 | $ | 1,024 | $ | — | $ | 3,030 | ||||||||
The following table summarizes fair value measurements by level at December 31, 2013, for assets and liabilities measured at fair value on a recurring basis ($ in millions): | ||||||||||||||||
Level I | Level II | Level III | Total | |||||||||||||
Assets | ||||||||||||||||
Cash and cash equivalents | $ | 974 | $ | — | $ | — | $ | 974 | ||||||||
Investments available for sale: | ||||||||||||||||
U.S. Treasury securities and obligations of U.S. government corporations and agencies | $ | 213 | $ | 12 | $ | — | $ | 225 | ||||||||
Corporate securities | — | 296 | — | 296 | ||||||||||||
Municipal securities: | ||||||||||||||||
General obligation | — | 54 | — | 54 | ||||||||||||
Pre-refunded | — | 11 | — | 11 | ||||||||||||
Revenue | — | 69 | — | 69 | ||||||||||||
Variable rate demand notes | — | 29 | — | 29 | ||||||||||||
Asset backed securities | — | 139 | — | 139 | ||||||||||||
Mortgage backed securities | — | 34 | — | 34 | ||||||||||||
Total investments | $ | 213 | $ | 644 | $ | — | $ | 857 | ||||||||
Restricted deposits available for sale: | ||||||||||||||||
Cash and cash equivalents | $ | 27 | $ | — | $ | — | $ | 27 | ||||||||
Certificates of deposit | 6 | — | — | 6 | ||||||||||||
U.S. Treasury securities and obligations of U.S. government corporations and agencies | 14 | — | — | 14 | ||||||||||||
Total restricted deposits | $ | 47 | $ | — | $ | — | $ | 47 | ||||||||
Other long term assets: | ||||||||||||||||
Interest rate swap agreements | $ | — | $ | 10 | $ | — | $ | 10 | ||||||||
Total assets at fair value | $ | 1,234 | $ | 654 | $ | — | $ | 1,888 | ||||||||
Property_Software_And_Equipmen1
Property, Software And Equipment (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Property, Software and Equipment [Abstract] | ||||||||
Property, Software and Equipment | Property, software and equipment consist of the following as of December 31 ($ in millions): | |||||||
2014 | 2013 | |||||||
Computer software | $ | 198 | $ | 185 | ||||
Building | 208 | 206 | ||||||
Land | 87 | 69 | ||||||
Computer hardware | 88 | 69 | ||||||
Furniture and office equipment | 70 | 53 | ||||||
Leasehold improvements | 82 | 57 | ||||||
733 | 639 | |||||||
Less accumulated depreciation | (288 | ) | (244 | ) | ||||
Property, software and equipment, net | $ | 445 | $ | 395 | ||||
Goodwill_And_Intangible_Assets1
Goodwill And Intangible Assets (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Goodwill and Intangible Assets [Abstract] | ||||||||||||
Schedule Of Changes In Goodwill By Operating Segment | The following table summarizes the changes in goodwill by operating segment ($ in millions): | |||||||||||
Managed Care | Specialty Services | Total | ||||||||||
Balance as of December 31, 2012 | $ | 151 | $ | 105 | $ | 256 | ||||||
Acquisition | — | 92 | 92 | |||||||||
Balance as of December 31, 2013 | 151 | 197 | 348 | |||||||||
Acquisition | 125 | 281 | 406 | |||||||||
Balance as of December 31, 2014 | $ | 276 | $ | 478 | $ | 754 | ||||||
Schedule Of Intangible Assets | Intangible assets at December 31, consist of the following ($ in millions): | |||||||||||
Weighted Average Life in Years | ||||||||||||
2014 | 2013 | 2014 | 2013 | |||||||||
Purchased contract rights | $ | 28 | $ | 22 | 7.5 | 7.5 | ||||||
Provider contracts | 103 | 36 | 11.1 | 13.2 | ||||||||
Customer relationships | 15 | 13 | 7.1 | 8 | ||||||||
Trade names | 17 | 9 | 13.1 | 18.9 | ||||||||
Intangible assets | 163 | 80 | 10.3 | 11.1 | ||||||||
Less accumulated amortization: | ||||||||||||
Purchased contract rights | (14 | ) | (14 | ) | ||||||||
Provider contracts | (14 | ) | (4 | ) | ||||||||
Customer relationships | (12 | ) | (11 | ) | ||||||||
Trade names | (3 | ) | (2 | ) | ||||||||
Total accumulated amortization | (43 | ) | (31 | ) | ||||||||
Intangible assets, net | $ | 120 | $ | 49 | ||||||||
Schedule Of Future Amortization Expenses | Estimated total amortization expense related to intangible assets for each of the five succeeding fiscal years is as follows ($ in millions): | |||||||||||
Year | Expense | |||||||||||
2015 | $ | 16 | ||||||||||
2016 | 16 | |||||||||||
2017 | 13 | |||||||||||
2018 | 11 | |||||||||||
2019 | 11 | |||||||||||
Medical_Claims_Liability_Table
Medical Claims Liability (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Medical Claims Liability [Abstract] | ||||||||||||
Schedule Of Change In Medical Claims Liability | The change in medical claims liability is summarized as follows ($ in millions): | |||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Balance, January 1, | $ | 1,112 | $ | 815 | $ | 519 | ||||||
Incurred related to: | ||||||||||||
Current year | 12,820 | 9,073 | 6,836 | |||||||||
Prior years | (142 | ) | (78 | ) | (55 | ) | ||||||
Total incurred | 12,678 | 8,995 | 6,781 | |||||||||
Paid related to: | ||||||||||||
Current year | 11,122 | 7,975 | 6,025 | |||||||||
Prior years | 945 | 723 | 460 | |||||||||
Total paid | 12,067 | 8,698 | 6,485 | |||||||||
Balance, December 31, | $ | 1,723 | $ | 1,112 | $ | 815 | ||||||
Debt_Tables
Debt (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Debt Disclosure [Abstract] | ||||||||
Schedule Of Debt | Debt consists of the following ($ in millions): | |||||||
December 31, 2014 | December 31, 2013 | |||||||
$425 million 5.75% Senior notes, due June 1, 2017 | $ | 429 | $ | 431 | ||||
$300 million 4.75% Senior notes, due May 15, 2022 | 300 | — | ||||||
Fair value of interest rate swap agreements | 11 | 10 | ||||||
Senior notes | 740 | 441 | ||||||
Revolving credit agreement | 75 | 150 | ||||||
Mortgage notes payable | 70 | 73 | ||||||
Capital leases | 8 | 5 | ||||||
Total debt | 893 | 669 | ||||||
Less current portion | (5 | ) | (3 | ) | ||||
Long term debt | $ | 888 | $ | 666 | ||||
Schedule Of Aggregate Maturities Of Debt | Aggregate maturities for the Company's debt are as follows ($ in millions): | |||||||
2015 | $ | 5 | ||||||
2016 | 4 | |||||||
2017 | 429 | |||||||
2018 | 79 | |||||||
2019 | 4 | |||||||
Thereafter | 357 | |||||||
Total | $ | 878 | ||||||
Income_Taxes_Income_Taxes_Tabl
Income Taxes Income Taxes (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Income Taxes [Abstract] | ||||||||||||
Consolidated Income Tax Expense | The consolidated income tax expense consists of the following for the years ended December 31 ($ in millions): | |||||||||||
2014 | 2013 | 2012 | ||||||||||
Current provision: | ||||||||||||
Federal | $ | 225 | $ | 121 | $ | 47 | ||||||
State and local | 13 | 6 | (4 | ) | ||||||||
Total current provision | 238 | 127 | 43 | |||||||||
Deferred provision | (42 | ) | (20 | ) | 4 | |||||||
Total provision for income taxes | $ | 196 | $ | 107 | $ | 47 | ||||||
Reconciliation Of The Tax Provision At The U.S. Federal Statutory Rate To The Provision For Income Taxes | The reconciliation of the tax provision at the U.S. Federal Statutory Rate to the provision for income taxes for the years ended December 31 is as follows ($ in millions): | |||||||||||
2014 | 2013 | 2012 | ||||||||||
Earnings from continuing operations, before income tax expense | $ | 457 | $ | 269 | $ | 123 | ||||||
(Earnings) loss attributable to flow through noncontrolling interest | 4 | (1 | ) | 2 | ||||||||
Earnings from continuing operations, less noncontrolling interest, before income tax expense | 461 | 268 | 125 | |||||||||
Tax provision at the U.S. federal statutory rate | 162 | 94 | 44 | |||||||||
State income taxes, net of federal income tax benefit | 6 | 3 | (2 | ) | ||||||||
Nondeductible compensation | 1 | 12 | 1 | |||||||||
Benefit from reversal of prior years impact of 162(m)(6) regulations | (14 | ) | — | — | ||||||||
ACA Health Insurer Fee | 44 | — | — | |||||||||
Nondeductible goodwill impairment | — | — | 8 | |||||||||
Other, net | (3 | ) | (2 | ) | (4 | ) | ||||||
Income tax expense | $ | 196 | $ | 107 | $ | 47 | ||||||
Tax Effects Of Temporary Differences Which Give Rise To Deferred Tax Assets And Liabilities | The tax effects of temporary differences which give rise to deferred tax assets and liabilities are presented below for the years ended December 31 ($ in millions): | |||||||||||
2014 | 2013 | |||||||||||
Deferred tax assets: | ||||||||||||
Medical claims liability | $ | 27 | $ | 20 | ||||||||
Accrued expenses | 11 | 5 | ||||||||||
Net operating loss carryforward | 21 | 16 | ||||||||||
Compensation accruals | 53 | 31 | ||||||||||
Premium and related receivables | 35 | 20 | ||||||||||
Other | 9 | 16 | ||||||||||
Deferred tax assets | 156 | 108 | ||||||||||
Valuation allowance | (12 | ) | (8 | ) | ||||||||
Net deferred tax assets | $ | 144 | $ | 100 | ||||||||
Deferred tax liabilities: | ||||||||||||
Intangible assets | $ | 25 | $ | 18 | ||||||||
Prepaid assets | 6 | 6 | ||||||||||
Depreciation and amortization | 26 | 30 | ||||||||||
Other | 4 | 2 | ||||||||||
Deferred tax liabilities | 61 | 56 | ||||||||||
Net deferred tax assets | $ | 83 | $ | 44 | ||||||||
Reserve For Uncertain Tax Positions | As of December 31, 2014 and 2013, the Company maintained reserves for uncertain tax positions of $4 million and $3 million, respectively, that may be challenged by a tax authority. |
Stock_Incentive_Plans_Tables
Stock Incentive Plans (Tables) | 12 Months Ended | ||||||||||||
Dec. 31, 2014 | |||||||||||||
Stock Incentive Plans [Abstract] | |||||||||||||
Summary Of Stock Option Activity | Option activity for the year ended December 31, 2014 is summarized below: | ||||||||||||
Shares | Weighted Average Exercise Price | Aggregate Intrinsic Value | Weighted Average Remaining Contractual Term | ||||||||||
($ in millions) | |||||||||||||
Outstanding as of December 31, 2013 | 1,894,390 | $ | 11.71 | ||||||||||
Granted | — | — | |||||||||||
Exercised | (619,324 | ) | 10.77 | ||||||||||
Forfeited | (8,000 | ) | 9.23 | ||||||||||
Outstanding as of December 31, 2014 | 1,267,066 | $ | 12.18 | $ | 50 | 2.2 | |||||||
Exercisable as of December 31, 2014 | 1,249,734 | $ | 12.08 | $ | 50 | 2.1 | |||||||
Option Pricing Assumptions | The fair value of each option grant is estimated on the date of the grant using the Black-Scholes option-pricing model with the following weighted-average assumptions: | ||||||||||||
Year Ended December 31, | |||||||||||||
2014 (1) | 2013 | 2012 (1) | |||||||||||
Expected life (in years) | — | 5.1 | — | ||||||||||
Risk-free interest rate | — | 0.80% | — | ||||||||||
Expected volatility | — | 48.10% | — | ||||||||||
Expected dividend yield | — | — | — | ||||||||||
(1) No options were awarded in the years ended December 31, 2014 and 2012. | |||||||||||||
Stock Option Awards | Other information pertaining to option activity is as follows: | ||||||||||||
Year Ended December 31, | |||||||||||||
2014 (1) | 2013 | 2012 (1) | |||||||||||
Weighted-average fair value of options granted | $ | — | $ | 9.52 | $ | — | |||||||
Total intrinsic value of stock options exercised ($ in millions) | $ | 17 | $ | 13 | $ | 24 | |||||||
(1) No options were awarded in the years ended December 31, 2014 and 2012. | |||||||||||||
Non-Vested Restricted Stock And Restricted Stock | A summary of the Company's non-vested restricted stock and restricted stock unit shares as of December 31, 2014, and changes during the year ended December 31, 2014, is presented below: | ||||||||||||
Shares | Weighted Average Grant Date Fair Value | ||||||||||||
Non-vested balance as of December 31, 2013 | 4,179,186 | $ | 23.95 | ||||||||||
Granted | 2,238,194 | 46.85 | |||||||||||
Vested | (1,953,094 | ) | 21.62 | ||||||||||
Forfeited | (114,272 | ) | 23.77 | ||||||||||
Non-vested balance as of December 31, 2014 | 4,350,014 | $ | 36.86 | ||||||||||
Commitments_Tables
Commitments (Tables) | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Commitments [Abstract] | ||||
Annual Non-Cancelable Minimum Lease Payments | Annual non-cancelable minimum lease payments over the next five years and thereafter are as follows ($ in millions): | |||
2015 | $ | 45 | ||
2016 | 49 | |||
2017 | 40 | |||
2018 | 30 | |||
2019 | 26 | |||
Thereafter | 62 | |||
$ | 252 | |||
Earnings_Per_Share_Tables
Earnings Per Share (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Earnings Per Share [Abstract] | ||||||||||||
Calculation Of Basic And Diluted Net Earnings Per Common Share | The following table sets forth the calculation of basic and diluted net earnings per common share for the years ended December 31 ($ in millions, except per share data): | |||||||||||
2014 | 2013 | 2012 | ||||||||||
Earnings attributable to Centene Corporation: | ||||||||||||
Earnings from continuing operations, net of tax | $ | 268 | $ | 161 | $ | 89 | ||||||
Discontinued operations, net of tax | 3 | 4 | (87 | ) | ||||||||
Net earnings | $ | 271 | $ | 165 | $ | 2 | ||||||
Shares used in computing per share amounts: | ||||||||||||
Weighted average number of common shares outstanding | 116,345,764 | 108,253,090 | 103,018,732 | |||||||||
Common stock equivalents (as determined by applying the treasury stock method) | 4,014,448 | 4,241,256 | 4,410,018 | |||||||||
Weighted average number of common shares and potential dilutive common shares outstanding | 120,360,212 | 112,494,346 | 107,428,750 | |||||||||
Net earnings per common share attributable to Centene Corporation: | ||||||||||||
Basic: | ||||||||||||
Continuing operations | $ | 2.3 | $ | 1.49 | $ | 0.86 | ||||||
Discontinued operations | 0.03 | 0.03 | (0.84 | ) | ||||||||
Basic earnings per common share | $ | 2.33 | $ | 1.52 | $ | 0.02 | ||||||
Diluted: | ||||||||||||
Continuing operations | $ | 2.23 | $ | 1.43 | $ | 0.83 | ||||||
Discontinued operations | 0.02 | 0.04 | (0.81 | ) | ||||||||
Diluted earnings per common share | $ | 2.25 | $ | 1.47 | $ | 0.02 | ||||||
Segment_Information_Tables
Segment Information (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Segment Reporting [Abstract] | ||||||||||||||||
Segment Information | Segment information as of and for the year ended December 31, 2014, follows ($ in millions): | |||||||||||||||
Managed Care | Specialty | Eliminations | Consolidated | |||||||||||||
Services | Total | |||||||||||||||
Premium and service revenues from external customers | $ | 13,886 | $ | 1,781 | $ | — | $ | 15,667 | ||||||||
Premium and service revenues from internal customers | 60 | 3,019 | (3,079 | ) | — | |||||||||||
Total premium and service revenues | 13,946 | 4,800 | (3,079 | ) | 15,667 | |||||||||||
Earnings from operations | 353 | 111 | — | 464 | ||||||||||||
Total assets | 4,620 | 1,118 | — | 5,738 | ||||||||||||
Segment information as of and for the year ended December 31, 2013, follows ($ in millions): | ||||||||||||||||
Managed Care | Specialty | Eliminations | Consolidated | |||||||||||||
Services | Total | |||||||||||||||
Premium and service revenues from external customers | $ | 9,741 | $ | 785 | $ | — | $ | 10,526 | ||||||||
Premium and service revenues from internal customers | 41 | 2,147 | (2,188 | ) | — | |||||||||||
Total premium and service revenues | 9,782 | 2,932 | (2,188 | ) | 10,526 | |||||||||||
Earnings from operations | 198 | 79 | — | 277 | ||||||||||||
Total assets | 2,817 | 596 | — | 3,413 | ||||||||||||
Segment information as of and for the year ended December 31, 2012, follows ($ in millions): | ||||||||||||||||
Managed Care | Specialty | Eliminations | Consolidated | |||||||||||||
Services | Total | |||||||||||||||
Premium and service revenues from external customers | $ | 7,125 | $ | 557 | $ | — | $ | 7,682 | ||||||||
Premium and service revenues from internal customers | 87 | 1,550 | (1,637 | ) | — | |||||||||||
Total premium and service revenues | 7,212 | 2,107 | (1,637 | ) | 7,682 | |||||||||||
Earnings from operations | 63 | 45 | — | 108 | ||||||||||||
Total assets | 2,164 | 371 | — | 2,535 | ||||||||||||
Quarterly_Selected_Financial_I1
Quarterly Selected Financial Information (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Quarterly Selected Financial Information [Abstract] | ||||||||||||||||
Quarterly Selected Financial Information | ||||||||||||||||
For the Quarter Ended | ||||||||||||||||
March 31, | June 30, | September 30, | December 31, | |||||||||||||
2014 | 2014 | 2014 | 2014 | |||||||||||||
Total revenues | $ | 3,460 | $ | 4,023 | $ | 4,352 | $ | 4,725 | ||||||||
Amounts attributable to Centene Corporation common shareholders: | ||||||||||||||||
Earnings from continuing operations, net of income tax expense | $ | 34 | $ | 47 | $ | 81 | $ | 106 | ||||||||
Discontinued operations, net of income tax expense (benefit) | (1 | ) | 2 | 1 | 1 | |||||||||||
Net earnings | $ | 33 | $ | 49 | $ | 82 | $ | 107 | ||||||||
Net earnings per common share attributable to Centene Corporation: | ||||||||||||||||
Basic: | ||||||||||||||||
Continuing operations | $ | 0.3 | $ | 0.41 | $ | 0.69 | $ | 0.9 | ||||||||
Discontinued operations | (0.01 | ) | 0.01 | 0.01 | 0.01 | |||||||||||
Basic earnings per common share | $ | 0.29 | $ | 0.42 | $ | 0.7 | $ | 0.91 | ||||||||
Diluted: | ||||||||||||||||
Continuing operations | $ | 0.29 | $ | 0.39 | $ | 0.67 | $ | 0.87 | ||||||||
Discontinued operations | (0.01 | ) | 0.02 | 0.01 | 0.01 | |||||||||||
Diluted earnings per common share | $ | 0.28 | $ | 0.41 | $ | 0.68 | $ | 0.88 | ||||||||
For the Quarter Ended | ||||||||||||||||
March 31, | June 30, | September 30, | December 31, | |||||||||||||
2013 | 2013 | 2013 | 2013 | |||||||||||||
Total revenues | $ | 2,525 | $ | 2,611 | $ | 2,795 | $ | 2,932 | ||||||||
Amounts attributable to Centene Corporation common shareholders: | ||||||||||||||||
Earnings from continuing operations, net of income tax expense | $ | 23 | $ | 41 | $ | 50 | $ | 48 | ||||||||
Discontinued operations, net of income tax expense (benefit) | — | (1 | ) | (1 | ) | 5 | ||||||||||
Net earnings | $ | 23 | $ | 40 | $ | 49 | $ | 53 | ||||||||
Net earnings (loss) per common share attributable to Centene Corporation: | ||||||||||||||||
Basic: | ||||||||||||||||
Continuing operations | $ | 0.22 | $ | 0.38 | $ | 0.46 | $ | 0.43 | ||||||||
Discontinued operations | — | (0.01 | ) | (0.01 | ) | 0.05 | ||||||||||
Basic earnings per common share | $ | 0.22 | $ | 0.37 | $ | 0.45 | $ | 0.48 | ||||||||
Diluted: | ||||||||||||||||
Continuing operations | $ | 0.21 | $ | 0.36 | $ | 0.44 | $ | 0.42 | ||||||||
Discontinued operations | — | (0.01 | ) | (0.01 | ) | 0.04 | ||||||||||
Diluted earnings per common share | $ | 0.21 | $ | 0.35 | $ | 0.43 | $ | 0.46 | ||||||||
Condensed_Financial_Informatio1
Condensed Financial Information Of Registrant (Tables) (Parent Company [Member]) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Parent Company [Member] | ||||||||||||
Condensed Balance Sheets | Centene Corporation (Parent Company Only) | |||||||||||
Condensed Balance Sheets | ||||||||||||
(In millions, except share data) | ||||||||||||
December 31, | ||||||||||||
2014 | 2013 | |||||||||||
ASSETS | ||||||||||||
Current assets: | ||||||||||||
Cash and cash equivalents | $ | 3 | $ | 3 | ||||||||
Short term investments, at fair value (amortized cost $8 and $6, respectively) | 8 | 6 | ||||||||||
Other current assets | 378 | 125 | ||||||||||
Total current assets | 389 | 134 | ||||||||||
Long term investments, at fair value (amortized cost $10 and $8, respectively) | 10 | 8 | ||||||||||
Investment in subsidiaries | 2,296 | 1,667 | ||||||||||
Other long term assets | 38 | 32 | ||||||||||
Total assets | $ | 2,733 | $ | 1,841 | ||||||||
LIABILITIES AND STOCKHOLDERS' EQUITY | ||||||||||||
Current liabilities | $ | 24 | $ | 5 | ||||||||
Long term debt | 815 | 591 | ||||||||||
Other long term liabilities | 3 | 2 | ||||||||||
Total liabilities | 842 | 598 | ||||||||||
Redeemable noncontrolling interest | 148 | — | ||||||||||
Stockholders' equity: | ||||||||||||
Common stock, $.001 par value; authorized 200,000,000 shares; 124,274,864 issued and 118,433,416 outstanding at December 31, 2014, and 117,346,430 issued and 110,638,478 outstanding at December 31, 2013 | — | — | ||||||||||
Additional paid-in capital | 840 | 594 | ||||||||||
Accumulated other comprehensive loss | (1 | ) | (3 | ) | ||||||||
Retained earnings | 1,003 | 732 | ||||||||||
Treasury stock, at cost (5,841,448 and 6,707,952 shares, respectively) | (98 | ) | (89 | ) | ||||||||
Total Centene stockholders' equity | 1,744 | 1,234 | ||||||||||
Noncontrolling interest | (1 | ) | 9 | |||||||||
Total stockholders' equity | 1,743 | 1,243 | ||||||||||
Total liabilities and stockholders' equity | $ | 2,733 | $ | 1,841 | ||||||||
Condensed Statements Of Operations | Centene Corporation (Parent Company Only) | |||||||||||
Condensed Statements of Operations | ||||||||||||
(In millions, except share data) | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Expenses: | ||||||||||||
General and administrative expenses | $ | 3 | $ | 4 | $ | 4 | ||||||
Other income (expense): | ||||||||||||
Investment and other income | 1 | 1 | 20 | |||||||||
Interest expense | (30 | ) | (23 | ) | (16 | ) | ||||||
Earnings (loss) before income taxes | (32 | ) | (26 | ) | — | |||||||
Income tax benefit | (8 | ) | (15 | ) | (10 | ) | ||||||
Net earnings (loss) before equity in subsidiaries | (24 | ) | (11 | ) | 10 | |||||||
Equity in earnings from subsidiaries | 285 | 173 | 66 | |||||||||
Net earnings | 261 | 162 | 76 | |||||||||
(Earnings) loss attributable to noncontrolling interests | 7 | (1 | ) | 13 | ||||||||
Net earnings attributable to Centene | 268 | 161 | 89 | |||||||||
Net earnings per share from continuing operations: | ||||||||||||
Basic earnings per common share | $ | 2.3 | $ | 1.49 | $ | 0.86 | ||||||
Diluted earnings per common share | $ | 2.23 | $ | 1.43 | $ | 0.83 | ||||||
Weighted average number of shares outstanding: | ||||||||||||
Basic | 116,345,764 | 108,253,090 | 103,018,732 | |||||||||
Diluted | 120,360,212 | 112,494,346 | 107,428,750 | |||||||||
Condensed Statements Of Cash Flows | Centene Corporation (Parent Company Only) | |||||||||||
Condensed Statements of Cash Flows | ||||||||||||
(In millions) | ||||||||||||
Year Ended December 31, | ||||||||||||
2014 | 2013 | 2012 | ||||||||||
Cash flows from operating activities: | ||||||||||||
Cash provided by operating activities | $ | 317 | $ | 302 | $ | 328 | ||||||
Cash flows from investing activities: | ||||||||||||
Net dividends from and capital contributions to subsidiaries | (384 | ) | (417 | ) | (540 | ) | ||||||
Purchase of investments | (32 | ) | (12 | ) | (7 | ) | ||||||
Sales and maturities of investments | 14 | 10 | 30 | |||||||||
Acquisitions | (137 | ) | (67 | ) | — | |||||||
Net cash used in investing activities | (539 | ) | (486 | ) | (517 | ) | ||||||
Cash flows from financing activities: | ||||||||||||
Proceeds from borrowings | 1,875 | 180 | 400 | |||||||||
Payment of long term debt | (1,650 | ) | (30 | ) | (215 | ) | ||||||
Proceeds from exercise of stock options | 8 | 9 | 16 | |||||||||
Proceeds from stock offering | — | 15 | — | |||||||||
Common stock repurchases | (29 | ) | (20 | ) | (13 | ) | ||||||
Debt issue costs | (7 | ) | (3 | ) | (4 | ) | ||||||
Contributions from noncontrolling interest | 6 | 8 | 1 | |||||||||
Purchase of noncontrolling interest | — | — | (14 | ) | ||||||||
Excess tax benefits from stock compensation | 19 | 6 | 11 | |||||||||
Net cash provided by financing activities | 222 | 165 | 182 | |||||||||
Net increase (decrease) in cash and cash equivalents | — | (19 | ) | (7 | ) | |||||||
Cash and cash equivalents, beginning of period | 3 | 22 | 29 | |||||||||
Cash and cash equivalents, end of period | $ | 3 | $ | 3 | $ | 22 | ||||||
Organization_And_Operations_De
Organization And Operations (Details) | 12 Months Ended |
Dec. 31, 2014 | |
segments | |
Organization And Operations [Abstract] | |
Number of reportable segments | 2 |
Summary_Of_Significant_Account3
Summary Of Significant Accounting Policies (Schedule Of Property, Software And Equipment Depreciation Periods) (Details) | 12 Months Ended |
Dec. 31, 2014 | |
Minimum [Member] | Buildings And Land Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Fixed Asset - Depreciation Period | 3 years |
Minimum [Member] | Computer Hardware And Software [Member] | |
Property, Plant and Equipment [Line Items] | |
Fixed Asset - Depreciation Period | 2 years |
Minimum [Member] | Furniture And Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Fixed Asset - Depreciation Period | 3 years |
Minimum [Member] | Leasehold Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Fixed Asset - Depreciation Period | 1 year |
Maximum [Member] | Buildings And Land Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Fixed Asset - Depreciation Period | 40 years |
Maximum [Member] | Computer Hardware And Software [Member] | |
Property, Plant and Equipment [Line Items] | |
Fixed Asset - Depreciation Period | 7 years |
Maximum [Member] | Furniture And Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Fixed Asset - Depreciation Period | 10 years |
Maximum [Member] | Leasehold Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Fixed Asset - Depreciation Period | 20 years |
Summary_Of_Significant_Account4
Summary Of Significant Accounting Policies (Schedule Of Amortization Period For Intangible Assets) (Details) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, Amortization Period | 10 years 3 months | 11 years 1 month 6 days |
Purchased Contract Rights [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, Amortization Period | 7 years 6 months | 7 years 6 months |
Provider Contracts [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, Amortization Period | 11 years 1 month | 13 years 2 months 18 days |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, Amortization Period | 7 years 1 month | 8 years |
Trade Names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, Amortization Period | 13 years 1 month | 18 years 10 months 18 days |
Minimum [Member] | Purchased Contract Rights [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, Amortization Period | 5 years | |
Minimum [Member] | Provider Contracts [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, Amortization Period | 4 years | |
Minimum [Member] | Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, Amortization Period | 3 years | |
Minimum [Member] | Trade Names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, Amortization Period | 7 years | |
Maximum [Member] | Purchased Contract Rights [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, Amortization Period | 15 years | |
Maximum [Member] | Provider Contracts [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, Amortization Period | 15 years | |
Maximum [Member] | Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, Amortization Period | 15 years | |
Maximum [Member] | Trade Names [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible Assets, Amortization Period | 20 years |
Summary_Of_Significant_Account5
Summary Of Significant Accounting Policies (Schedule Of Allowance For Uncollectible Accounts) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Accounting Policies [Abstract] | |||
Allowances, beginning of year | $1 | $1 | $1 |
Amounts charged to expense | 8 | 3 | 1 |
Write-offs of uncollectible receivables | -4 | -3 | -1 |
Allowances, end of year | $5 | $1 | $1 |
Summary_Of_Significant_Account6
Summary Of Significant Accounting Policies (Schedule Of Percentage Of Company's Total Revenues) (Details) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
TEXAS | |||
Percentage of revenues under contracts or subcontracts | 25.00% | 37.00% | 40.00% |
FLORIDA | |||
Percentage of revenues under contracts or subcontracts | 14.00% |
Summary_Of_Significant_Account7
Summary Of Significant Accounting Policies (Health Insurer Fee) (Details) (USD $) | 3 Months Ended |
In Millions, unless otherwise specified | Dec. 31, 2014 |
Health Insurer Fee [Abstract] | |
Risk Adjustment Payable | $44 |
Minimum medical loss ratio payable | 6 |
Reinsurance reimbursement threshold | ($45,000 with 80% coinsurance) |
Reinsurance Receivables | 11 |
Risk Corridor Payable | $9 |
Acquisitions_and_Noncontrollin2
Acquisitions and Noncontrolling Interest Non Controlling Interest (Details) (USD $) | 3 Months Ended | 12 Months Ended | ||||||||||
In Millions, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Oct. 31, 2012 |
Noncontrolling Interest [Line Items] | ||||||||||||
Payments to Acquire Additional Interest in Subsidiaries | $0 | $0 | $14 | |||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Changes, Net [Abstract] | ||||||||||||
Income (Loss) from Continuing Operations Attributable to Parent | 106 | 81 | 47 | 34 | 48 | 50 | 41 | 23 | 268 | 161 | 89 | |
Decrease in equity for purchase of, distribution to and redemption of noncontrolling interest | 0 | 0 | -12 | |||||||||
Increase in equity for distributions from and consolidation of noncontrolling interest | 7 | 1 | ||||||||||
Reclassification to redeemable noncontrolling interest | -9 | 0 | 0 | |||||||||
Net transfers from (to) noncontrolling interest | -9 | 7 | -11 | |||||||||
Changes from net earnings attributable to Centene Corporation and net transfers from (to) the noncontrolling interest | 259 | 168 | 78 | |||||||||
Louisiana Healthcare Connections [Member] | ||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||
Ownership percentage by parent | 51.00% | |||||||||||
Payments to Acquire Additional Interest in Subsidiaries | 10 | |||||||||||
Centurion [Member] | ||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||
Ownership percentage by parent | 51.00% | 51.00% | 51.00% | 51.00% | 51.00% | |||||||
Home State Health Plan [Member] | ||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||
Ownership percentage by parent | 95.00% | 95.00% | 95.00% | 95.00% | 95.00% | |||||||
U.S. Medical Management [Member] | ||||||||||||
Noncontrolling Interest [Line Items] | ||||||||||||
Ownership percentage by parent | 68.00% | 0.00% | 68.00% | 0.00% | 0.00% | |||||||
Noncontrolling Interest [Member] | ||||||||||||
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Changes, Net [Abstract] | ||||||||||||
Increase in equity for distributions from and consolidation of noncontrolling interest | $0 | $7 | $1 |
Acquisitions_and_Noncontrollin3
Acquisitions and Noncontrolling Interest Acquisitions (Details) | 12 Months Ended | 1 Months Ended | 1 Months Ended | 12 Months Ended | ||||||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jul. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Jul. 31, 2014 | Apr. 30, 2013 | Jan. 31, 2014 | Dec. 31, 2014 |
USD ($) | USD ($) | USD ($) | Ribera Salud [Member] | Ribera Salud [Member] | Ribera Salud [Member] | Community Health Solutions [Member] | Acaria Health [Member] | U.S. Medical Management [Member] | U.S. Medical Management [Member] | |
USD ($) | USD ($) | EUR (€) | USD ($) | USD ($) | USD ($) | USD ($) | ||||
Business Acquisition [Line Items] | ||||||||||
Redeemable noncontrolling interest | $148 | $0 | $148 | |||||||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | 68.00% | ||||||||
Total consideration | 134 | 142 | 213 | |||||||
Business Combination, Consideration Transferred, Equity Interests Issued and Issuable | 58 | 75 | 133 | |||||||
Business acquisition, cash paid | 56 | 67 | 80 | |||||||
Business Combination, Total Fair Value | 352 | |||||||||
Redeemable Noncontrolling Interest, Equity, Fair Value | 139 | |||||||||
Acquisition of additional ownership | 0 | 0 | 14 | |||||||
Goodwill | 754 | 348 | 256 | 125 | 92 | 280 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 9 | 35 | 78 | |||||||
Stock Issued During Period, Shares, Acquisitions | 1,492,738 | 3,433,380 | 4,486,434 | |||||||
Business Combination, Contingent Consideration, Liability | 20 | |||||||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | 28 | |||||||||
Net deferred tax assests | 144 | 100 | ||||||||
Stock Issued During Period, Shares, New Issues | 685,280 | |||||||||
Stock Issued During Period, Value, New Issues | 15 | 15 | ||||||||
Letters of Credit Outstanding, Amount | 58 | 48 | ||||||||
Percent of goodwill deductible for tax purposes | 100.00% | 45.00% | ||||||||
Payments to Acquire Interest in Joint Venture | 17 | |||||||||
Equity Method Investment, Ownership Percentage | 50.00% | |||||||||
Percent of future consideration issuable in shares | 50.00% | |||||||||
Proceeds from Noncontrolling Interests | 6 | |||||||||
Reclassification to redeemable noncontrolling interest | 9 | 0 | 0 | |||||||
Net Income (Loss) Attributable to Redeemable Noncontrolling Interest | ($6) |
Discontinued_Operations_Discon
Discontinued Operations Discontinued Operations (Operating Results) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Discontinued Operations and Disposal Groups [Abstract] | |||
Cash Dividends Paid to Parent Company by Consolidated Subsidiaries | $8 | ||
Disposal Group, Including Discontinued Operation, Revenue | 0 | 248 | 557 |
Discontinued Operation, Income (Loss) from Discontinued Operation, before Income Tax | 4 | 6 | -134 |
Income (Loss) from Discontinued Operations, Net of Tax, Including Portion Attributable to Noncontrolling Interest | $3 | $4 | ($87) |
Discontinued_Operations_Discon1
Discontinued Operations Discontinued Operations (Assets & Liabilities) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Assets of Disposal Group, Including Discontinued Operation, Current | $75 | $78 |
Disposal Group, Including Discontinued Operations, Long Term Investments and Restricted Deposits | 25 | 38 |
Disposal Group, Including Discontinued Operation, Other Noncurrent Assets | 0 | 0 |
Assets of Disposal Group, Including Discontinued Operation | 100 | 116 |
Disposal Group, Including Discontinued Operations, Medical Claims Liability | 10 | 27 |
Disposal Group, Including Discontinued Operation, Accounts Payable and Accrued Liabilities | 7 | 3 |
Disposal Group, Including Discontinued Operation, Other Noncurrent Liabilities | 1 | 1 |
Liabilities of discontinued operations | $18 | $31 |
Discontinued_Operations_Discon2
Discontinued Operations Discontinued Operations (Narrative) (Details) (USD $) | 12 Months Ended |
In Millions, unless otherwise specified | Dec. 31, 2014 |
Discontinued Operations and Disposal Groups [Abstract] | |
Cash Dividends Paid to Parent Company by Consolidated Subsidiaries | $8 |
Remaining statutory capital from discontinued operation | $80 |
ShortTerm_And_LongTerm_Investm2
Short-Term And Long-Term Investments And Restricted Deposits (Narrative) (Details) (USD $) | 12 Months Ended |
In Millions, unless otherwise specified | Dec. 31, 2014 |
positions | |
Investments, Debt and Equity Securities [Abstract] | |
Percentage of investments in securities recorded at fair value that carry a rating by S&P or Moody's of AAA/Aaa | 50.00% |
Percentage of investments in securities recorded at fair value that carry a rating by S&P or Moody's of AA-/Aa3 or higher | 62.00% |
Percentage of investments in securities recorded at fair value that carry a rating by S&P or Moody's of A-/A3 or higher | 90.00% |
Positions from which gross unrealized losses were generated | 116 |
Total number of positions | 341 |
Income (Loss) from Equity Method Investments | $6 |
ShortTerm_And_LongTerm_Investm3
Short-Term And Long-Term Investments And Restricted Deposits (Short-Term And Long-Term Investments And Restricted Deposits By Investment Type) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Schedule Of Investments And Restricted Deposits By Type [Line Items] | ||
Amortized Cost | $1,556 | $946 |
Available For Sale Securities Gross Unrealized Gain Accumulated In Investments | 5 | 3 |
Available For Sale Securities Gross Unrealized Loss Accumulated In Investments | -4 | -8 |
Fair Value | 1,557 | 941 |
U.S. Treasury Securities And Obligations Of U.S. Government Corporations And Agencies [Member] | ||
Schedule Of Investments And Restricted Deposits By Type [Line Items] | ||
Amortized Cost | 393 | 246 |
Available For Sale Securities Gross Unrealized Gain Accumulated In Investments | 1 | 0 |
Available For Sale Securities Gross Unrealized Loss Accumulated In Investments | -2 | -7 |
Fair Value | 392 | 239 |
Corporate Securities [Member] | ||
Schedule Of Investments And Restricted Deposits By Type [Line Items] | ||
Amortized Cost | 556 | 294 |
Available For Sale Securities Gross Unrealized Gain Accumulated In Investments | 2 | 3 |
Available For Sale Securities Gross Unrealized Loss Accumulated In Investments | -2 | -1 |
Fair Value | 556 | 296 |
Restricted Certificates Of Deposit [Member] | ||
Schedule Of Investments And Restricted Deposits By Type [Line Items] | ||
Amortized Cost | 6 | 6 |
Available For Sale Securities Gross Unrealized Gain Accumulated In Investments | 0 | 0 |
Available For Sale Securities Gross Unrealized Loss Accumulated In Investments | 0 | 0 |
Fair Value | 6 | 6 |
Restricted Cash Equivalents [Member] | ||
Schedule Of Investments And Restricted Deposits By Type [Line Items] | ||
Amortized Cost | 79 | 27 |
Available For Sale Securities Gross Unrealized Gain Accumulated In Investments | 0 | 0 |
Available For Sale Securities Gross Unrealized Loss Accumulated In Investments | 0 | 0 |
Fair Value | 79 | 27 |
Municipal Securities, General Obligation [Member] | ||
Schedule Of Investments And Restricted Deposits By Type [Line Items] | ||
Amortized Cost | 54 | 54 |
Available For Sale Securities Gross Unrealized Gain Accumulated In Investments | 0 | 0 |
Available For Sale Securities Gross Unrealized Loss Accumulated In Investments | 0 | 0 |
Fair Value | 54 | 54 |
Municipal Securities, Pre Refunded [Member] | ||
Schedule Of Investments And Restricted Deposits By Type [Line Items] | ||
Amortized Cost | 5 | 11 |
Available For Sale Securities Gross Unrealized Gain Accumulated In Investments | 0 | 0 |
Available For Sale Securities Gross Unrealized Loss Accumulated In Investments | 0 | 0 |
Fair Value | 5 | 11 |
Municipal Securities, Revenue [Member] | ||
Schedule Of Investments And Restricted Deposits By Type [Line Items] | ||
Amortized Cost | 101 | 69 |
Available For Sale Securities Gross Unrealized Gain Accumulated In Investments | 1 | 0 |
Available For Sale Securities Gross Unrealized Loss Accumulated In Investments | 0 | 0 |
Fair Value | 102 | 69 |
Municipal Securities, Variable Rate Demand Notes [Member] | ||
Schedule Of Investments And Restricted Deposits By Type [Line Items] | ||
Amortized Cost | 14 | 29 |
Available For Sale Securities Gross Unrealized Gain Accumulated In Investments | 0 | 0 |
Available For Sale Securities Gross Unrealized Loss Accumulated In Investments | 0 | 0 |
Fair Value | 14 | 29 |
Asset Backed Securities [Member] | ||
Schedule Of Investments And Restricted Deposits By Type [Line Items] | ||
Amortized Cost | 180 | 139 |
Available For Sale Securities Gross Unrealized Gain Accumulated In Investments | 0 | 0 |
Available For Sale Securities Gross Unrealized Loss Accumulated In Investments | 0 | 0 |
Fair Value | 180 | 139 |
Mortgage backed securities | ||
Schedule Of Investments And Restricted Deposits By Type [Line Items] | ||
Amortized Cost | 84 | 34 |
Available For Sale Securities Gross Unrealized Gain Accumulated In Investments | 1 | 0 |
Available For Sale Securities Gross Unrealized Loss Accumulated In Investments | 0 | 0 |
Fair Value | 85 | 34 |
Cost And Equity Method Investments [Member] | ||
Schedule Of Investments And Restricted Deposits By Type [Line Items] | ||
Amortized Cost | 68 | 22 |
Available For Sale Securities Gross Unrealized Gain Accumulated In Investments | 0 | 0 |
Available For Sale Securities Gross Unrealized Loss Accumulated In Investments | 0 | 0 |
Fair Value | 68 | 22 |
Life Insurance Contracts [Member] | ||
Schedule Of Investments And Restricted Deposits By Type [Line Items] | ||
Amortized Cost | 16 | 15 |
Available For Sale Securities Gross Unrealized Gain Accumulated In Investments | 0 | 0 |
Available For Sale Securities Gross Unrealized Loss Accumulated In Investments | 0 | 0 |
Fair Value | $16 | $15 |
ShortTerm_And_LongTerm_Investm4
Short-Term And Long-Term Investments And Restricted Deposits (Fair Value Of Available-For-Sale Investments With Gross Unrealized Losses By Investment Type And Length Of Time) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available For Sale Securities Continuous Unrealized Loss Position Less Than 12 Months Aggregate Losses Accumulated In Investments | ($2) | ($7) |
Less Than 12 Months, Fair Value | 491 | 329 |
Available For Sale Securities Continuous Unrealized Loss Position 12 Months Or Longer Aggregate Losses Accumulated In Investments | -2 | -1 |
12 Months or More, Fair Value | 198 | 34 |
U.S. Treasury Securities And Obligations Of U.S. Government Corporations And Agencies [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available For Sale Securities Continuous Unrealized Loss Position Less Than 12 Months Aggregate Losses Accumulated In Investments | 0 | -7 |
Less Than 12 Months, Fair Value | 72 | 172 |
Available For Sale Securities Continuous Unrealized Loss Position 12 Months Or Longer Aggregate Losses Accumulated In Investments | -2 | -1 |
12 Months or More, Fair Value | 180 | 27 |
Corporate Securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available For Sale Securities Continuous Unrealized Loss Position Less Than 12 Months Aggregate Losses Accumulated In Investments | -2 | 0 |
Less Than 12 Months, Fair Value | 311 | 53 |
Available For Sale Securities Continuous Unrealized Loss Position 12 Months Or Longer Aggregate Losses Accumulated In Investments | 0 | 0 |
12 Months or More, Fair Value | 1 | 5 |
Municipal Securities, General Obligation [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available For Sale Securities Continuous Unrealized Loss Position Less Than 12 Months Aggregate Losses Accumulated In Investments | 0 | 0 |
Less Than 12 Months, Fair Value | 4 | 4 |
Available For Sale Securities Continuous Unrealized Loss Position 12 Months Or Longer Aggregate Losses Accumulated In Investments | 0 | 0 |
12 Months or More, Fair Value | 3 | 2 |
Municipal Securities, Revenue [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available For Sale Securities Continuous Unrealized Loss Position Less Than 12 Months Aggregate Losses Accumulated In Investments | 0 | 0 |
Less Than 12 Months, Fair Value | 16 | 28 |
Available For Sale Securities Continuous Unrealized Loss Position 12 Months Or Longer Aggregate Losses Accumulated In Investments | 0 | 0 |
12 Months or More, Fair Value | 3 | 0 |
Municipal Securities, Pre Refunded [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available For Sale Securities Continuous Unrealized Loss Position Less Than 12 Months Aggregate Losses Accumulated In Investments | 0 | 0 |
Less Than 12 Months, Fair Value | 0 | 0 |
Available For Sale Securities Continuous Unrealized Loss Position 12 Months Or Longer Aggregate Losses Accumulated In Investments | 0 | 0 |
12 Months or More, Fair Value | 1 | 0 |
Asset Backed Securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available For Sale Securities Continuous Unrealized Loss Position Less Than 12 Months Aggregate Losses Accumulated In Investments | 0 | 0 |
Less Than 12 Months, Fair Value | 70 | 38 |
Available For Sale Securities Continuous Unrealized Loss Position 12 Months Or Longer Aggregate Losses Accumulated In Investments | 0 | 0 |
12 Months or More, Fair Value | 10 | 0 |
Mortgage backed securities | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available For Sale Securities Continuous Unrealized Loss Position Less Than 12 Months Aggregate Losses Accumulated In Investments | 0 | 0 |
Less Than 12 Months, Fair Value | 18 | 34 |
Available For Sale Securities Continuous Unrealized Loss Position 12 Months Or Longer Aggregate Losses Accumulated In Investments | 0 | 0 |
12 Months or More, Fair Value | $0 | $0 |
ShortTerm_And_LongTerm_Investm5
Short-Term And Long-Term Investments And Restricted Deposits (Contractual Maturities Of Short-Term And Long-Term Investments And Restricted Deposits) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Investments [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
One year or less, Amortized Cost | $176 | $102 |
One year through five years, Amortized Cost | 1,121 | 610 |
Five years through ten years, Amortized Cost | 121 | 157 |
Greater than ten years, Amortized Cost | 38 | 30 |
Total, Amortized Cost | 1,456 | 899 |
One year or less, Fair Value | 177 | 102 |
One year through five years, Fair Value | 1,121 | 611 |
Five years through ten years, Fair Value | 120 | 151 |
Greater than ten years, Fair Value | 39 | 30 |
Total, Fair Value | 1,457 | 894 |
Restricted Deposits [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
One year or less, Amortized Cost | 92 | 41 |
One year through five years, Amortized Cost | 8 | 6 |
Five years through ten years, Amortized Cost | 0 | 0 |
Greater than ten years, Amortized Cost | 0 | 0 |
Total, Amortized Cost | 100 | 47 |
One year or less, Fair Value | 92 | 41 |
One year through five years, Fair Value | 8 | 6 |
Five years through ten years, Fair Value | 0 | 0 |
Greater than ten years, Fair Value | 0 | 0 |
Total, Fair Value | $100 | $47 |
Fair_Value_Measurements_Fair_V
Fair Value Measurements (Fair Value Measurements By Level For Assets Measured At Fair Value On A Recurring Basis) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Cash and cash equivalents | $1,546 | $974 |
U.S. Treasury securities and obligations of U.S. government corporations and agencies | 377 | 225 |
Corporate securities | 556 | 296 |
Municipal securities, General obligation | 54 | 54 |
Municipal securities, Pre-refunded | 5 | 11 |
Municipal securities, Revenue | 102 | 69 |
Municipal securities, Variable rate demand notes | 14 | 29 |
Asset backed securities | 180 | 139 |
Mortgage backed securities | 85 | 34 |
Total investments | 1,373 | 857 |
Cash and cash equivalents | 79 | 27 |
Certificates of deposit | 6 | 6 |
U.S. Treasury securities and obligations of U.S. government corporations and agencies | 15 | 14 |
Total restricted deposits | 100 | 47 |
Interest rate swap agreements | 11 | 10 |
Total assets at fair value | 3,030 | 1,888 |
Level I [Member] | ||
Cash and cash equivalents | 1,546 | 974 |
U.S. Treasury securities and obligations of U.S. government corporations and agencies | 360 | 213 |
Corporate securities | 0 | 0 |
Municipal securities, General obligation | 0 | 0 |
Municipal securities, Pre-refunded | 0 | 0 |
Municipal securities, Revenue | 0 | 0 |
Municipal securities, Variable rate demand notes | 0 | 0 |
Asset backed securities | 0 | 0 |
Mortgage backed securities | 0 | 0 |
Total investments | 360 | 213 |
Cash and cash equivalents | 79 | 27 |
Certificates of deposit | 6 | 6 |
U.S. Treasury securities and obligations of U.S. government corporations and agencies | 15 | 14 |
Total restricted deposits | 100 | 47 |
Interest rate swap agreements | 0 | 0 |
Total assets at fair value | 2,006 | 1,234 |
Level II [Member] | ||
Cash and cash equivalents | 0 | 0 |
U.S. Treasury securities and obligations of U.S. government corporations and agencies | 17 | 12 |
Corporate securities | 556 | 296 |
Municipal securities, General obligation | 54 | 54 |
Municipal securities, Pre-refunded | 5 | 11 |
Municipal securities, Revenue | 102 | 69 |
Municipal securities, Variable rate demand notes | 14 | 29 |
Asset backed securities | 180 | 139 |
Mortgage backed securities | 85 | 34 |
Total investments | 1,013 | 644 |
Cash and cash equivalents | 0 | 0 |
Certificates of deposit | 0 | 0 |
U.S. Treasury securities and obligations of U.S. government corporations and agencies | 0 | 0 |
Total restricted deposits | 0 | 0 |
Interest rate swap agreements | 11 | 10 |
Total assets at fair value | 1,024 | 654 |
Level III [Member] | ||
Cash and cash equivalents | 0 | 0 |
U.S. Treasury securities and obligations of U.S. government corporations and agencies | 0 | 0 |
Corporate securities | 0 | 0 |
Municipal securities, General obligation | 0 | 0 |
Municipal securities, Pre-refunded | 0 | 0 |
Municipal securities, Revenue | 0 | 0 |
Municipal securities, Variable rate demand notes | 0 | 0 |
Asset backed securities | 0 | 0 |
Mortgage backed securities | 0 | 0 |
Total investments | 0 | 0 |
Cash and cash equivalents | 0 | 0 |
Certificates of deposit | 0 | 0 |
U.S. Treasury securities and obligations of U.S. government corporations and agencies | 0 | 0 |
Total restricted deposits | 0 | 0 |
Interest rate swap agreements | 0 | 0 |
Total assets at fair value | $0 | $0 |
Fair_Value_Measurements_Narrat
Fair Value Measurements (Narrative) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Fair Value Disclosures [Abstract] | ||
Transfers from Level I to Level II | $14 | |
Transfers from Level II to Level I | 1 | |
Life insurance contracts and cost-method investments | $84 | $37 |
Property_Software_And_Equipmen2
Property, Software And Equipment (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Property, Plant and Equipment [Line Items] | |||
Property, software and equipment, gross | $733 | $639 | |
Less accumulated depreciation | -288 | -244 | |
Property, software and equipment, net | 445 | 395 | |
Depreciation expense | 65 | 52 | 49 |
Computer Software [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, software and equipment, gross | 198 | 185 | |
Buildings [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, software and equipment, gross | 208 | 206 | |
Land [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, software and equipment, gross | 87 | 69 | |
Computer Hardware [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, software and equipment, gross | 88 | 69 | |
Furniture And Office Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, software and equipment, gross | 70 | 53 | |
Leasehold Improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, software and equipment, gross | 82 | 57 | |
Assets Held Under Capital Leases [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Less accumulated depreciation | -3 | -2 | |
Property, software and equipment, net | $7 | $6 |
Goodwill_And_Intangible_Assets2
Goodwill And Intangible Assets (Narrative) (Details) (USD $) | 3 Months Ended |
In Millions, unless otherwise specified | Jun. 30, 2012 |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and intangible asset impairment | $28 |
Impairment of intangible assets (excluding goodwill) | 2 |
Goodwill, impairment loss | 26 |
Nondeductible impairment loss | $27 |
Goodwill_And_Intangible_Assets3
Goodwill And Intangible Assets (Schedule Of Changes In Goodwill By Operating Segment) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Goodwill [Line Items] | |||
Goodwill | $754 | $348 | $256 |
Goodwill, Acquired During Period | 406 | 92 | |
Medicaid Managed Care [Member] | |||
Goodwill [Line Items] | |||
Goodwill | 276 | 151 | 151 |
Goodwill, Acquired During Period | 125 | 0 | |
Specialty Services [Member] | |||
Goodwill [Line Items] | |||
Goodwill | 478 | 197 | 105 |
Goodwill, Acquired During Period | $281 | $92 |
Goodwill_And_Intangible_Assets4
Goodwill And Intangible Assets (Schedule Of Intangible Assets) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Finite-Lived Intangible Assets [Line Items] | |||
Amortization expenses | $16 | $6 | $5 |
Intangible assets | 163 | 80 | |
Weighted Average Life in Years | 10 years 3 months | 11 years 1 month 6 days | |
Total accumulated amortization | -43 | -31 | |
Intangible Assets, Net, Total | 120 | 49 | |
Purchased Contract Rights [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets | 28 | 22 | |
Weighted Average Life in Years | 7 years 6 months | 7 years 6 months | |
Total accumulated amortization | -14 | -14 | |
Provider Contracts [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets | 103 | 36 | |
Weighted Average Life in Years | 11 years 1 month | 13 years 2 months 18 days | |
Total accumulated amortization | -14 | -4 | |
Customer Relationships [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets | 15 | 13 | |
Weighted Average Life in Years | 7 years 1 month | 8 years | |
Total accumulated amortization | -12 | -11 | |
Trade Names [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets | 17 | 9 | |
Weighted Average Life in Years | 13 years 1 month | 18 years 10 months 18 days | |
Total accumulated amortization | ($3) | ($2) |
Goodwill_And_Intangible_Assets5
Goodwill And Intangible Assets (Schedule Of Future Amortization Expenses) (Details) (USD $) | Dec. 31, 2014 |
In Millions, unless otherwise specified | |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |
2015 | $16 |
2016 | 16 |
2017 | 13 |
2018 | 11 |
2019 | $11 |
Medical_Claims_Liability_Sched
Medical Claims Liability (Schedule Of Change In Medical Claims Liability) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Liability for Unpaid Claims and Claims Adjustment Expense [Roll Forward] | |||
Balance, January 1, | $1,112 | $815 | $519 |
Incurred related to: Current year | 12,820 | 9,073 | 6,836 |
Incurred related to: Prior years | -142 | -78 | -55 |
Total incurred | 12,678 | 8,995 | 6,781 |
Paid related to: Current year | 11,122 | 7,975 | 6,025 |
Paid related to: Prior years | 945 | 723 | 460 |
Total paid | 12,067 | 8,698 | 6,485 |
Balance, December 31, | 1,723 | 1,112 | 815 |
Reinsurance recoverables | $22 | $10 |
Debt_Narrative_Details
Debt (Narrative) (Details) | 3 Months Ended | 1 Months Ended | 12 Months Ended | |||||||||
In Millions, unless otherwise specified | Dec. 31, 2014 | Apr. 30, 2014 | Dec. 31, 2013 | 31-May-13 | 31-May-11 | Apr. 30, 2014 | 31-May-11 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2014 |
USD ($) | USD ($) | USD ($) | USD ($) | USD ($) | Four Point Seven Five Percent Senior Notes [Member] | Five Point Seven Five Percent Senior Notes [Member] | Non-recourse Mortgage Note Due January 1, 2021 [Member] | Ribera Salud [Member] | Ribera Salud [Member] | Non Revolver Letter of Credit [Member] | Interest Rate Swap [Member] | |
USD ($) | USD ($) | USD ($) | USD ($) | EUR (€) | USD ($) | USD ($) | ||||||
Debt Instrument [Line Items] | ||||||||||||
Line of Credit Facility, Covenant Terms | The agreement contains non-financial and financial covenants, including requirements of minimum fixed charge coverage ratios, maximum debt-to-EBITDA ratios and minimum tangible net worth. The Company is required to not exceed a maximum debt-to-EBITDA ratio of 3.0 to 1.0. | |||||||||||
Mortgage notes payable | $70 | $73 | ||||||||||
Line of Credit Facility, Current Borrowing Capacity | 500 | |||||||||||
Senior notes, at par | 429 | 431 | 300 | 425 | ||||||||
Derivative, Notional Amount | 300 | 250 | 550 | |||||||||
Interest rate on notes, percentage | 4.75% | 5.75% | ||||||||||
Debt Instrument, Maturity Date | 15-May-22 | 1-Jun-17 | 1-Jan-21 | |||||||||
Senior notes, effective yield | 1.73% | |||||||||||
Debt Instrument, Unamortized Premium | 300 | 0 | ||||||||||
Fair value of swap agreements | 11 | 10 | ||||||||||
Variable rate of swap, percentage | 2.83% | |||||||||||
weighted average interest rate, interest rate swap agreements | 3.06% | |||||||||||
Revolving credit facility, maximum borrowing capacity | 500 | |||||||||||
Revolving credit facility, due date | 1-Jun-18 | |||||||||||
Line of Credit, Minimum carrying amount of unrestricted cash | 100 | |||||||||||
Line of Credit Facility, Amount Outstanding | 75 | 150 | ||||||||||
Letters of Credit Outstanding, Amount | 58 | 48 | 30 | |||||||||
Mortgage note non-recourse interest rate | 5.14% | |||||||||||
Net Book Value Of Collateralized Properties | 159 | |||||||||||
Weighted average interest rate of outstanding borrowings | 1.91% | |||||||||||
Surety Bonds | 142 | |||||||||||
Fair value of outstanding debt | $901 | $673 |
Debt_Schedule_Of_Debt_Details
Debt (Schedule Of Debt) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Debt Disclosure [Abstract] | ||
Senior notes, at par | $429 | $431 |
Debt Instrument, Unamortized Premium | 300 | 0 |
Interest Rate Derivative Liabilities, at Fair Value | 11 | 10 |
Senior notes, net | 740 | 441 |
Line of Credit Facility, Amount Outstanding | 75 | 150 |
Mortgage notes payable | 70 | 73 |
Capital leases and other | 8 | 5 |
Total debt | 893 | 669 |
Less current portion | 5 | 3 |
Long term debt | $888 | $666 |
Debt_Schedule_Of_Aggregate_Mat
Debt (Schedule Of Aggregate Maturities Of Debt) (Details) (USD $) | Dec. 31, 2014 |
In Millions, unless otherwise specified | |
Debt [Abstract] | |
2015 | $5 |
2016 | 4 |
2017 | 429 |
2018 | 79 |
2019 | 4 |
Thereafter | 357 |
Total | $878 |
Stockholders_Equity_Details
Stockholders' Equity (Details) (USD $) | 12 Months Ended | 1 Months Ended | |||||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Jan. 31, 2014 | Jul. 31, 2014 | Apr. 30, 2013 | Oct. 26, 2009 |
Class of Stock [Line Items] | |||||||
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 | |||||
Preferred Stock, Par or Stated Value Per Share | $0.00 | $0.00 | |||||
Common stock, shares authorized to repurchase (in shares) | 8,000,000 | ||||||
Remaining number of shares available to be repurchased | 3,335,448 | ||||||
Common stock repurchases (in shares) | 626,234 | 688,128 | |||||
Payments for repurchase of common stock | $29 | $19 | $13 | ||||
Stock Issued During Period, Value, New Issues | 15 | ||||||
U.S. Medical Management [Member] | |||||||
Class of Stock [Line Items] | |||||||
Business Acquisition, Percentage of Voting Interests Acquired | 68.00% | ||||||
Stock Issued During Period, Shares, Acquisitions | 4,486,434 | ||||||
Community Health Solutions [Member] | |||||||
Class of Stock [Line Items] | |||||||
Stock Issued During Period, Shares, Acquisitions | 1,492,738 | ||||||
Acaria Health [Member] | |||||||
Class of Stock [Line Items] | |||||||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | ||||||
Stock Issued During Period, Shares, Acquisitions | 3,433,380 | ||||||
Stock Issued During Period, Shares, New Issues | 685,280 | ||||||
Stock Issued During Period, Value, New Issues | $15 |
Statutory_Capital_Requirements1
Statutory Capital Requirements And Dividend Restrictions (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Statutory Capital Requirements And Dividend Restrictions [Abstract] | ||
Statutory capital and surplus | $1,699 | $1,280 |
Required minimum aggregate statutory capital and surplus | $851 | $686 |
Income_Taxes_Narrative_Details
Income Taxes (Narrative) (Details) (USD $) | 12 Months Ended | |
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Income Taxes [Line Items] | ||
Unrecognized Tax Benefits | $4 | $3 |
Federal and state net operating losses acquired in business combinations | 5 | |
Valuation allowance additions in the tax provision | 5 | 1 |
Valuation allowance reductions | 1 | 1 |
Tax Benefit Related to 2013 | $14 | |
Minimum [Member] | ||
Income Taxes [Line Items] | ||
Federal Net Operating Losses Expire Period | 2020 | |
State Net Operating Losses Expire Period | 2015 | |
Maximum [Member] | ||
Income Taxes [Line Items] | ||
Federal Net Operating Losses Expire Period | 2033 | |
State Net Operating Losses Expire Period | 2035 |
Income_Taxes_Consolidated_Inco
Income Taxes (Consolidated Income Tax Expense) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Tax Disclosure [Abstract] | |||
Federal | $225 | $121 | $47 |
State and local | 13 | 6 | -4 |
Total current provision | 238 | 127 | 43 |
Deferred provision | -42 | -20 | 4 |
Income tax expense | $196 | $107 | $47 |
Income_Taxes_Reconciliation_Of
Income Taxes (Reconciliation Of The Tax Provision At The U.S. Federal Statutory Rate To The Provision For Income Taxes) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Income Tax Disclosure [Abstract] | |||
Earnings from continuing operations, before income tax expense | $457 | $269 | $123 |
(Earnings) loss attributable to flow through noncontrolling interest | 4 | -1 | 2 |
Earnings from continuing operations, less noncontrolling interest, before income tax expense | 461 | 268 | 125 |
Tax provision at the U.S. federal statutory rate | 162 | 94 | 44 |
State income taxes, net of federal income tax benefit | 6 | 3 | -2 |
Nondeductible compensation | 1 | 12 | 1 |
Benefit from reversal of prior years impact of 162(m)(6) regulations | -14 | 0 | 0 |
ACA Health Insurer Fee | 44 | 0 | 0 |
Nondeductible goodwill impairment | 0 | 0 | 8 |
Other, net | -3 | -2 | -4 |
Income tax expense | $196 | $107 | $47 |
Income_Taxes_Tax_Effects_Of_Te
Income Taxes (Tax Effects Of Temporary Differences Which Give Rise To Deferred Tax Assets And Liabilities) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Income Tax Disclosure [Abstract] | ||
Medical claims liability | $27 | $20 |
Accrued expenses | 11 | 5 |
Net operating loss carryforward | 21 | 16 |
Compensation accruals | 53 | 31 |
Premium and related receivables | 35 | 20 |
Other | 9 | 16 |
Deferred tax assets | 156 | 108 |
Valuation allowance | -12 | -8 |
Net deferred tax assests | 144 | 100 |
Intangible assets | 25 | 18 |
Prepaid assets | 6 | 6 |
Depreciation and amortization | 26 | 30 |
Other | 4 | 2 |
Deferred Tax Liabilities | 61 | 56 |
Net deferred tax assets | $83 | $44 |
Stock_Incentive_Plans_Narrativ
Stock Incentive Plans (Narrative) (Details) (USD $) | 12 Months Ended | ||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Length of time options exercisable, years | 10 years | ||
Shares available for future awards | 4,208,558 | ||
Allocated Share-based Compensation Expense | $48 | $36 | $25 |
Income tax benefit recognized | 17 | 8 | 9 |
Fair value of restricted stock and restricted stock units | 82 | 49 | 39 |
Unrecognized compensation cost related to non-vested share | $145 | ||
Weighted-average period | 1 year 10 months 15 days | ||
Employee stock purchase plan issued | 76,088 | 84,168 | 95,226 |
Stock Options [Member] | Minimum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock options vesting period, years | 3 years | ||
Stock Options [Member] | Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock options vesting period, years | 5 years | ||
Restricted Stock Units Awards [Member] | Minimum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock options vesting period, years | 1 year | ||
Restricted Stock Units Awards [Member] | Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock options vesting period, years | 10 years |
Stock_Incentive_Plans_Summary_
Stock Incentive Plans (Summary Of Stock Option Activity) (Details) (USD $) | 12 Months Ended |
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 |
Stock Incentive Plans [Abstract] | |
Outstanding as of December 31, 2013 | 1,894,390 |
Shares granted | 0 |
Shares exercised | -619,324 |
Shares forfeited | -8,000 |
Outstanding as of December 31, 2014 | 1,267,066 |
Exercisable as of December 31, 2014 | 1,249,734 |
Weighted Average Exercise Price Outstanding as of December 31, 2014 | $11.71 |
Weighted Average Exercise Price Granted | $0 |
Weighted Average Exercise Price Exercised | $10.77 |
Weighted Average Exercise Price Forfeited | $9.23 |
Weighted Average Exercise Price Outstanding as of December 31, 2013 | $12.18 |
Weighted Average Exercise Price Exercisable as of December 31, 2014 | $12.08 |
Aggregate Intrinsic Value Outstanding as of December 31, 2014 | $50 |
Aggreggate Intrinsic Value Exercisable as of December 31, 2014 | $50 |
Weighted Average Remaining Contractual Term Outstanding as of December 31, 2014 | 2 years 2 months |
Weighted Average Remaining Contractual Term Exercisable as of December 31, 2014 | 2 years 1 month |
Stock_Incentive_Plans_Option_P
Stock Incentive Plans (Option Pricing Assumptions) (Details) | 12 Months Ended | ||||
Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |||
Stock Incentive Plans [Abstract] | |||||
Expected life (in years) | 0 years | 5 years 1 month 20 days | 0 years | ||
Risk-free interest rate | 0.00% | [1] | 0.80% | 0.00% | [1] |
Expected volatility | 0.00% | [1] | 48.10% | 0.00% | [1] |
Expected dividend yield | 0.00% | [1] | 0.00% | 0.00% | [1] |
[1] | No options were awarded in the year ended December 31, 2014 and 2012. |
Stock_Incentive_Plans_Schedule
Stock Incentive Plans (Schedule Of Other Information Pertaining To Option Activity) (Details) (USD $) | 12 Months Ended | ||||
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | ||
Stock Incentive Plans [Abstract] | |||||
Weighted-average fair value of options granted | $0 | [1] | $9.52 | $0 | [1] |
Total intrinsic value of stock options exercised | $17 | [1] | $13 | $24 | [1] |
[1] | No options were awarded in the year ended December 31, 2014 and 2012. |
Stock_Incentive_Plans_NonVeste
Stock Incentive Plans (Non-Vested Restricted Stock And Restricted Stock) (Details) (USD $) | 12 Months Ended |
Dec. 31, 2014 | |
Stock Incentive Plans [Abstract] | |
Non-vested balance as of December 31, 2013 | 4,179,186 |
Shares Granted | 2,238,194 |
Shares Vested | -1,953,094 |
Shares Forfeited | -114,272 |
Non-vested balance as of December 31, 2014 | 4,350,014 |
Weighted Average Grant Date Fair Value, Non-vested balance as of December 31, 2013 | $23.95 |
Weighted Average Grant Date Fair Value, Granted | $46.85 |
Weighted Average Grant Date Fair Value, Vested | $21.62 |
Weighted Average Grant Date Fair Value, Forfeited | $23.77 |
Weighted Average Grant Date Fair Value, Non-vested balance as of December 31, 2014 | $36.86 |
Retirement_Plan_Details
Retirement Plan (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Retirement Plan [Abstract] | |||
Defined Contribution Plan, Cost Recognized | $12 | $9 | $7 |
Commitments_Details
Commitments (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Commitments [Abstract] | |||
Rent expense | $46 | $31 | $28 |
2014 | 45 | ||
2015 | 49 | ||
2016 | 40 | ||
2017 | 30 | ||
2018 | 26 | ||
Thereafter | 62 | ||
Annual non-cancelable minimum lease payments, Total | $252 |
Contingencies_Contingencies_De
Contingencies Contingencies (Details) (USD $) | 12 Months Ended |
In Millions, unless otherwise specified | Dec. 31, 2014 |
Commitments and Contingencies Disclosure [Abstract] | |
Kentucky Spirit Performance Bond | $25 |
Commonwealth of Kentucky Alleged Associated CMS Expenditures - High End of Range | 134 |
Loss Contingency, Allegations | On July 5, 2013, the Company's subsidiary, Kentucky Spirit Health Plan, Inc. (Kentucky Spirit), terminated its contract with the Commonwealth of Kentucky (the Commonwealth). Kentucky Spirit believes it had a contractual right to terminate the contract and filed a lawsuit in Franklin Circuit Court seeking a declaration of this right. The Commonwealth has alleged that Kentucky Spirit's exit constitutes a material breach of contract. The Commonwealth seeks to recover substantial damages and to enforce its rights under Kentucky Spirit's $25 million performance bond. On July 3, 2014, the Commonwealth's attorneys asserted in a letter to the Cabinet for Health and Family Services that the Commonwealth's expenditures due to Kentucky Spirit's departure range from $28 million to $40 million plus interest, and that the associated CMS expenditures range from $92 million to $134 million. Kentucky Spirit disputes the Commonwealth's alleged damages, and is pursuing its own litigation claims for damages against the Commonwealth. On February 6, 2015, the Kentucky Court of Appeals affirmed a Franklin Circuit Court ruling that Kentucky Spirit does not have a contractual right to terminate the contract early. The Court of Appeals also found that the contract’s liquidated damages provision “is applicable in the event of a premature termination of the Contract term.†The contract measures liquidated damages as “ten percent (10%) of the Contractor’s Capitation Payment.†The Court of Appeals noted that the contract defines “capitation payment†as the amount to be paid monthly to the Contractor by the Commonwealth. Kentucky Spirit intends to seek Kentucky Supreme Court review of the finding that its departure constituted a breach of contract. The Commonwealth may seek review of the ruling that the liquidated damages provision is applicable in the event of a premature termination. Kentucky Spirit also filed a lawsuit in April 2013, amended in October 2014, in Franklin Circuit Court seeking damages against the Commonwealth for losses sustained due to the Commonwealth's alleged breaches. On December 9, 2014, the Franklin Circuit Court denied the Commonwealth's motion for partial summary judgment on Kentucky Spirit's damages claims. Discovery is proceeding on those claims. |
Loss Contingency, Inestimable Loss | The resolution of the Kentucky litigation matters may result in a range of possible outcomes. If Kentucky Spirit prevails on its claims, it would be entitled to damages. If the Commonwealth prevails, a liability to the Commonwealth could be recorded. The Company is unable to estimate the ultimate outcome resulting from the Kentucky litigation. As a result, the Company has not recorded any receivable or any liability for potential damages under the contract as of December 31, 2014. While uncertain, the ultimate resolution of the pending litigation could have a material effect on the financial position, cash flow or results of operations of the Company in the period it is resolved or becomes known. |
Commonwealth of Kentucky Alleged Increased Program Costs - Low End of Range | 28 |
Commonwealth of Kentucky Alleged Increased Program Costs - High End of Range | 40 |
Commonwealth of Kentucky Alleged Associated CMS Expenditures - Low End of Range | $92 |
Earnings_Per_Share_Details
Earnings Per Share (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Earnings Per Share [Abstract] | |||||||||||
Earnings from continuing operations, net of income tax expense | $106 | $81 | $47 | $34 | $48 | $50 | $41 | $23 | $268 | $161 | $89 |
Discontinued operations, net of tax | 1 | 1 | 2 | -1 | 5 | -1 | -1 | 0 | 3 | 4 | -87 |
Net earnings attributable to Centene Corporation | $107 | $82 | $49 | $33 | $53 | $49 | $40 | $23 | $271 | $165 | $2 |
Weighted average number of common shares outstanding (in shares) | 116,345,764 | 108,253,090 | 103,018,732 | ||||||||
Common stock equivalents (as determined by applying the treasury stock method) | 4,014,448 | 4,241,256 | 4,410,018 | ||||||||
Weighted average number of common shares and potential dilutive common shares outstanding (in shares) | 120,360,212 | 112,494,346 | 107,428,750 | ||||||||
Continuing operations, Basic | $0.90 | $0.69 | $0.41 | $0.30 | $0.43 | $0.46 | $0.38 | $0.22 | $2.30 | $1.49 | $0.86 |
Discontinued operations, Basic | $0.01 | $0.01 | $0.01 | ($0.01) | $0.05 | ($0.01) | ($0.01) | $0 | $0.03 | $0.03 | ($0.84) |
Earnings per common share, Basic | $0.91 | $0.70 | $0.42 | $0.29 | $0.48 | $0.45 | $0.37 | $0.22 | $2.33 | $1.52 | $0.02 |
Continuing operations, Diluted | $0.87 | $0.67 | $0.39 | $0.29 | $0.42 | $0.44 | $0.36 | $0.21 | $2.23 | $1.43 | $0.83 |
Discontinued operations, Diluted | $0.01 | $0.01 | $0.02 | ($0.01) | $0.04 | ($0.01) | ($0.01) | $0 | $0.02 | $0.04 | ($0.81) |
Earnings per common share, Diluted | $0.88 | $0.68 | $0.41 | $0.28 | $0.46 | $0.43 | $0.35 | $0.21 | $2.25 | $1.47 | $0.02 |
Anti-dilutive stock options, restricted stock and restricted stock units excluded from the calculation of diluted earnings per common share | 207,980 | 187,078 | 284,850 |
Segment_Information_Details
Segment Information (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Millions, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
segments | |||||||||||
Number of reportable segments | 2 | ||||||||||
Premium and service revenues from external or internal customers | $4,725 | $4,352 | $4,023 | $3,460 | $2,932 | $2,795 | $2,611 | $2,525 | $16,560 | $10,863 | $8,110 |
Premium and service revenues | 15,667 | 10,526 | 7,682 | ||||||||
Earnings (loss) from operations | 464 | 277 | 108 | ||||||||
Total assets | 5,838 | 3,529 | 5,838 | 3,529 | |||||||
External Customer [Member] | |||||||||||
Premium and service revenues from external or internal customers | 15,667 | 10,526 | 7,682 | ||||||||
Internal Customer [Member] | |||||||||||
Premium and service revenues from external or internal customers | 0 | 0 | 0 | ||||||||
Operating Segments [Member] | Medicaid Managed Care [Member] | |||||||||||
Premium and service revenues | 13,946 | 9,782 | 7,212 | ||||||||
Earnings (loss) from operations | 353 | 198 | 63 | ||||||||
Total assets | 4,620 | 2,817 | 4,620 | 2,817 | 2,164 | ||||||
Operating Segments [Member] | Specialty Services [Member] | |||||||||||
Premium and service revenues | 4,800 | 2,932 | 2,107 | ||||||||
Earnings (loss) from operations | 111 | 79 | 45 | ||||||||
Total assets | 1,118 | 596 | 1,118 | 596 | 371 | ||||||
Operating Segments [Member] | External Customer [Member] | Medicaid Managed Care [Member] | |||||||||||
Premium and service revenues from external or internal customers | 13,886 | 9,741 | 7,125 | ||||||||
Operating Segments [Member] | External Customer [Member] | Specialty Services [Member] | |||||||||||
Premium and service revenues from external or internal customers | 1,781 | 785 | 557 | ||||||||
Operating Segments [Member] | Internal Customer [Member] | Medicaid Managed Care [Member] | |||||||||||
Premium and service revenues from external or internal customers | 60 | 41 | 87 | ||||||||
Operating Segments [Member] | Internal Customer [Member] | Specialty Services [Member] | |||||||||||
Premium and service revenues from external or internal customers | 3,019 | 2,147 | 1,550 | ||||||||
Intersegment Eliminations [Member] | |||||||||||
Premium and service revenues | -3,079 | -2,188 | -1,637 | ||||||||
Earnings (loss) from operations | 0 | 0 | 0 | ||||||||
Total assets | 0 | 0 | 0 | 0 | 0 | ||||||
Intersegment Eliminations [Member] | External Customer [Member] | |||||||||||
Premium and service revenues from external or internal customers | 0 | 0 | 0 | ||||||||
Intersegment Eliminations [Member] | Internal Customer [Member] | |||||||||||
Premium and service revenues from external or internal customers | -3,079 | -2,188 | -1,637 | ||||||||
Continuing Operations [Member] | |||||||||||
Total assets | $5,738 | $3,413 | $5,738 | $3,413 | $2,535 |
Quarterly_Selected_Financial_I2
Quarterly Selected Financial Information (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Millions, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Quarterly Selected Financial Information [Abstract] | |||||||||||
Total revenues | $4,725 | $4,352 | $4,023 | $3,460 | $2,932 | $2,795 | $2,611 | $2,525 | $16,560 | $10,863 | $8,110 |
Income (Loss) from Continuing Operations Attributable to Parent | 106 | 81 | 47 | 34 | 48 | 50 | 41 | 23 | 268 | 161 | 89 |
Discontinued operations, net of income tax expense (benefit) of $1, $2, and $(48), respectively | 1 | 1 | 2 | -1 | 5 | -1 | -1 | 0 | 3 | 4 | -87 |
Net Income (Loss) Attributable to Parent | $107 | $82 | $49 | $33 | $53 | $49 | $40 | $23 | $271 | $165 | $2 |
Continuing operations | $0.90 | $0.69 | $0.41 | $0.30 | $0.43 | $0.46 | $0.38 | $0.22 | $2.30 | $1.49 | $0.86 |
Discontinued operations | $0.01 | $0.01 | $0.01 | ($0.01) | $0.05 | ($0.01) | ($0.01) | $0 | $0.03 | $0.03 | ($0.84) |
Earnings per common share, Basic | $0.91 | $0.70 | $0.42 | $0.29 | $0.48 | $0.45 | $0.37 | $0.22 | $2.33 | $1.52 | $0.02 |
Continuing operations | $0.87 | $0.67 | $0.39 | $0.29 | $0.42 | $0.44 | $0.36 | $0.21 | $2.23 | $1.43 | $0.83 |
Discontinued operations | $0.01 | $0.01 | $0.02 | ($0.01) | $0.04 | ($0.01) | ($0.01) | $0 | $0.02 | $0.04 | ($0.81) |
Earnings per common share, Diluted | $0.88 | $0.68 | $0.41 | $0.28 | $0.46 | $0.43 | $0.35 | $0.21 | $2.25 | $1.47 | $0.02 |
Condensed_Financial_Informatio2
Condensed Financial Information Of Registrant (Condensed Balance Sheets) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2011 |
In Millions, unless otherwise specified | ||||
Cash and cash equivalents | $1,610 | $1,038 | $844 | $574 |
Short term investments | 177 | 102 | ||
Other current assets | 324 | 217 | ||
Total current assets | 3,034 | 1,800 | ||
Long term investments | 1,280 | 792 | ||
Other long term assets | 80 | 60 | ||
Total assets | 5,838 | 3,529 | ||
Current liabilities | 2,900 | 1,559 | ||
Long term debt | 888 | 666 | ||
Other long term liabilities | 158 | 60 | ||
Total liabilities | 3,947 | 2,286 | ||
Redeemable noncontrolling interest | 148 | 0 | ||
Common stock, $.001 par value; authorized 200,000,000 shares; 124,274,864 issued and 118,433,416 outstanding at December 31, 2014, and 117,346,430 issued and 110,638,478 outstanding at December 31, 2013 | 0 | 0 | ||
Additional paid-in capital | 840 | 594 | ||
Retained earnings | 1,003 | 732 | ||
Treasury stock, at cost (5,841,448 and 6,707,952 shares, respectively) | -98 | -89 | ||
Total Centene stockholders’ equity | 1,744 | 1,234 | ||
Noncontrolling interest | -1 | 9 | ||
Total stockholders’ equity | 1,743 | 1,243 | 954 | 937 |
Total liabilities and stockholders’ equity | 5,838 | 3,529 | ||
Parent Company [Member] | ||||
Income Taxes Receivable | 359 | 113 | ||
Cash and cash equivalents | 3 | 3 | 22 | 29 |
Short term investments | 8 | 6 | ||
Other current assets | 378 | 125 | ||
Total current assets | 389 | 134 | ||
Long term investments | 10 | 8 | ||
Investment in subsidiaries | 2,296 | 1,667 | ||
Other long term assets | 38 | 32 | ||
Total assets | 2,733 | 1,841 | ||
Current liabilities | 24 | 5 | ||
Long term debt | 815 | 591 | ||
Other long term liabilities | 3 | 2 | ||
Total liabilities | 842 | 598 | ||
Redeemable noncontrolling interest | 148 | 0 | ||
Common stock, $.001 par value; authorized 200,000,000 shares; 124,274,864 issued and 118,433,416 outstanding at December 31, 2014, and 117,346,430 issued and 110,638,478 outstanding at December 31, 2013 | 0 | 0 | ||
Additional paid-in capital | 840 | 594 | ||
Unrealized gain on investments, net of tax | -1 | -3 | ||
Retained earnings | 1,003 | 732 | ||
Treasury stock, at cost (5,841,448 and 6,707,952 shares, respectively) | -98 | -89 | ||
Total Centene stockholders’ equity | 1,744 | 1,234 | ||
Noncontrolling interest | -1 | 9 | ||
Total stockholders’ equity | 1,743 | 1,243 | ||
Total liabilities and stockholders’ equity | $2,733 | $1,841 |
Condensed_Financial_Informatio3
Condensed Financial Information Of Registrant Condensed Balance Sheets (Parenthetical) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, except Share data, unless otherwise specified | ||
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common Stock, Shares, Issued | 124,274,864 | 117,346,430 |
Common Stock, Shares, Outstanding | 118,433,416 | 110,638,478 |
Treasury Stock, Shares | 5,841,448 | 6,707,952 |
Parent Company [Member] | ||
Short-term investments, Amortized cost | $8 | $6 |
Long-term investments, Amortized cost | $10 | $8 |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common Stock, Shares, Issued | 124,274,864 | 117,346,430 |
Common Stock, Shares, Outstanding | 118,433,416 | 110,638,478 |
Treasury Stock, Shares | 5,841,448 | 6,707,952 |
Condensed_Financial_Informatio4
Condensed Financial Information Of Registrant (Condensed Statements Of Operations) (Details) (USD $) | 3 Months Ended | 12 Months Ended | |||||||||
In Millions, except Share data, unless otherwise specified | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2013 | Jun. 30, 2013 | Mar. 31, 2013 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
General and administrative expenses | $1,314 | $931 | $677 | ||||||||
Investment and other income | 28 | 19 | 35 | ||||||||
Interest Expense | -35 | -27 | -20 | ||||||||
Earnings (loss) before income taxes | 457 | 269 | 123 | ||||||||
Income tax expense | 196 | 107 | 47 | ||||||||
Equity in earnings from subsidiaries | 6 | ||||||||||
Net earnings (loss) before equity in subsidiaries | 264 | 166 | -11 | ||||||||
Net Income (Loss) Attributable to Noncontrolling Interest | 7 | -1 | 13 | ||||||||
Income (Loss) from Continuing Operations Attributable to Parent | 106 | 81 | 47 | 34 | 48 | 50 | 41 | 23 | 268 | 161 | 89 |
Basic earnings (loss) per common share (in dollars per share) | $0.91 | $0.70 | $0.42 | $0.29 | $0.48 | $0.45 | $0.37 | $0.22 | $2.33 | $1.52 | $0.02 |
Diluted earnings (loss) per common share (in dollars per share) | $0.88 | $0.68 | $0.41 | $0.28 | $0.46 | $0.43 | $0.35 | $0.21 | $2.25 | $1.47 | $0.02 |
Basic | 116,345,764 | 108,253,090 | 103,018,732 | ||||||||
Diluted | 120,360,212 | 112,494,346 | 107,428,750 | ||||||||
Parent Company [Member] | |||||||||||
General and administrative expenses | 3 | 4 | 4 | ||||||||
Investment and other income | 1 | 1 | 20 | ||||||||
Interest Expense | -30 | -23 | -16 | ||||||||
Earnings (loss) before income taxes | -32 | -26 | 0 | ||||||||
Income tax expense | -8 | -15 | -10 | ||||||||
net income (loss), including portion attributable to noncontrolling interest before equity in earnings from subsidiaries | -24 | -11 | 10 | ||||||||
Equity in earnings from subsidiaries | 285 | 173 | 66 | ||||||||
Net earnings (loss) before equity in subsidiaries | 261 | 162 | 76 | ||||||||
Net Income (Loss) Attributable to Noncontrolling Interest | 7 | -1 | 13 | ||||||||
Income (Loss) from Continuing Operations Attributable to Parent | $268 | $161 | $89 | ||||||||
Basic earnings (loss) per common share (in dollars per share) | $2.30 | $1.49 | $0.86 | ||||||||
Diluted earnings (loss) per common share (in dollars per share) | $2.23 | $1.43 | $0.83 | ||||||||
Basic | 116,345,764 | 108,253,090 | 103,018,732 | ||||||||
Diluted | 120,360,212 | 112,494,346 | 107,428,750 |
Condensed_Financial_Informatio5
Condensed Financial Information Of Registrant (Condensed Statements Of Cash Flows) (Details) (USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Cash provided by operating activities | $1,223 | $382 | $279 |
Purchases of investments | -1,015 | -790 | -696 |
Sales and maturities of investments | 406 | 579 | 590 |
Acquisitions, net of cash required | -136 | -63 | 0 |
Net cash used in investing activities | -848 | -342 | -188 |
Proceeds from borrowings | 1,875 | 180 | 400 |
Payment of long-term debt and notes payable | -1,674 | -41 | -218 |
Proceeds from exercise of stock options | 8 | 9 | 16 |
Common stock offering | 0 | 15 | 0 |
Common stock repurchases | -29 | -19 | -13 |
Debt issue costs | -7 | -4 | -4 |
Purchase of noncontrolling interest | 0 | 0 | -14 |
Excess tax benefits from stock compensation | 19 | 6 | 11 |
Net cash provided by financing activities | 198 | 154 | 179 |
Net (decrease) increase in cash and cash equivalents | 572 | 194 | 270 |
Cash and cash equivalents, beginning of period | 1,038 | 844 | 574 |
Cash and cash equivalents, end of period | 1,610 | 1,038 | 844 |
Parent Company [Member] | |||
Cash provided by operating activities | 317 | 302 | 328 |
Net dividends from and capital contributions to subsidiaries | -384 | -417 | -540 |
Purchases of investments | 32 | -12 | -7 |
Sales and maturities of investments | 14 | 10 | 30 |
Acquisitions, net of cash required | 137 | -67 | 0 |
Net cash used in investing activities | -539 | -486 | -517 |
Proceeds from borrowings | 1,875 | 180 | 400 |
Payment of long-term debt and notes payable | 1,650 | -30 | -215 |
Proceeds from exercise of stock options | 8 | 9 | 16 |
Common stock offering | 0 | 15 | 0 |
Common stock repurchases | 29 | -20 | -13 |
Debt issue costs | 7 | -3 | -4 |
Contributions from noncontrolling interest | 6 | 8 | 1 |
Purchase of noncontrolling interest | 0 | 0 | -14 |
Excess tax benefits from stock compensation | 19 | 6 | 11 |
Net cash provided by financing activities | 222 | 165 | 182 |
Net (decrease) increase in cash and cash equivalents | 0 | -19 | -7 |
Cash and cash equivalents, beginning of period | 3 | 22 | 29 |
Cash and cash equivalents, end of period | $3 | $3 | $22 |
Condensed_Financial_Informatio6
Condensed Financial Information Of Registrant Basis of Presentation and Significant Accounting Policies (Details) (Parent Company [Member], USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Parent Company [Member] | |||
Cash Flows Received By Parent From Unrestricted Subsidiaries | $341 | $313 | $318 |
Condensed_Financial_Informatio7
Condensed Financial Information Of Registrant Dividends (Details) (Parent Company [Member], USD $) | 12 Months Ended | ||
In Millions, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Parent Company [Member] | |||
Cash Dividends Paid to Parent Company by Unconsolidated Subsidiaries | $54 | $21 | $29 |
Condensed_Financial_Informatio8
Condensed Financial Information Of Registrant Other Current Assets (Details) (Parent Company [Member], USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Millions, unless otherwise specified | ||
Parent Company [Member] | ||
Income Taxes Receivable | $359 | $113 |
Subsequent_Events_Details
Subsequent Events (Details) (USD $) | Dec. 31, 2014 | Apr. 30, 2014 | Dec. 31, 2013 | 31-May-11 | Jan. 31, 2015 |
In Millions, unless otherwise specified | |||||
Subsequent Event [Line Items] | |||||
Senior notes, at par | $429 | $431 | |||
Derivative, Notional Amount | 300 | 250 | |||
Subsequent Event [Member] | |||||
Subsequent Event [Line Items] | |||||
Variable rate of swap, percentage | 2.88% | ||||
Senior notes, at par | 200 | ||||
Derivative, Notional Amount | $200 | ||||
Interest rate on notes, percentage | 4.75% | ||||
Celtic Insurance Company [Member] | |||||
Subsequent Event [Line Items] | |||||
Noncontrolling Interest, Ownership Percentage by Parent | 25.00% |