Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2021 | Oct. 15, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-31826 | |
Entity Registrant Name | CENTENE CORPORATION | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 42-1406317 | |
Entity Address, Address Line One | 7700 Forsyth Boulevard | |
Entity Address, City or Town | St. Louis, | |
Entity Address, State or Province | MO | |
Entity Address, Postal Zip Code | 63105 | |
City Area Code | 314 | |
Local Phone Number | 725-4477 | |
Title of 12(b) Security | Common Stock $0.001 Par Value | |
Trading Symbol | CNC | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 583,502,932 | |
Entity Central Index Key | 0001071739 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 13,423 | $ 10,800 |
Premium and trade receivables | 11,516 | 9,696 |
Short-term investments | 1,517 | 1,580 |
Other current assets | 1,600 | 1,317 |
Total current assets | 28,056 | 23,393 |
Long-term investments | 13,561 | 12,853 |
Restricted deposits | 1,114 | 1,060 |
Property, software and equipment, net | 3,302 | 2,774 |
Goodwill | 19,699 | 18,652 |
Intangible assets, net | 8,143 | 8,388 |
Other long-term assets | 3,868 | 1,599 |
Total assets | 77,743 | 68,719 |
Current liabilities: | ||
Medical claims liability | 14,099 | 12,438 |
Accounts payable and accrued expenses | 8,089 | 7,069 |
Return of premium payable | 2,238 | 1,458 |
Unearned revenue | 371 | 523 |
Current portion of long-term debt | 245 | 97 |
Total current liabilities | 25,042 | 21,585 |
Long-term debt | 18,594 | 16,682 |
Deferred tax liability | 1,440 | 1,534 |
Other long-term liabilities | 5,993 | 2,956 |
Total liabilities | 51,069 | 42,757 |
Commitments and contingencies | ||
Redeemable noncontrolling interests | 84 | 77 |
Stockholders’ equity: | ||
Preferred stock, $0.001 par value; authorized 10,000 shares; no shares issued or outstanding at September 30, 2021 and December 31, 2020 | 0 | 0 |
Common stock, $0.001 par value; authorized 800,000 shares; 600,708 issued and 583,500 outstanding at September 30, 2021, and 598,249 issued and 581,479 outstanding at December 31, 2020 | 1 | 1 |
Additional paid-in capital | 19,594 | 19,459 |
Accumulated other comprehensive earnings | 176 | 337 |
Retained earnings | 7,540 | 6,792 |
Treasury stock, at cost (17,208 and 16,770 shares, respectively) | (845) | (816) |
Total Centene stockholders’ equity | 26,466 | 25,773 |
Nonredeemable noncontrolling interest | 124 | 112 |
Total stockholders’ equity | 26,590 | 25,885 |
Total liabilities, redeemable noncontrolling interests and stockholders’ equity | $ 77,743 | $ 68,719 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Sep. 30, 2021 | Dec. 31, 2020 |
Stockholders' equity | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 800,000,000 | 800,000,000 |
Common stock, shares issued (in shares) | 600,708,000 | 598,249,000 |
Common stock, shares outstanding (in shares) | 583,500,000 | 581,479,000 |
Treasury stock (in shares) | 17,208,000 | 16,770,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Revenues: | ||||
Premium and service revenues | $ 30,514 | $ 27,459 | $ 87,490 | $ 77,355 |
Premium tax and health insurer fee | 1,892 | 1,631 | 5,924 | 5,472 |
Total revenues | 32,406 | 29,090 | 93,414 | 82,827 |
Expenses: | ||||
Medical costs | 25,430 | 22,932 | 73,210 | 63,659 |
Cost of services | 1,355 | 861 | 3,510 | 2,519 |
Selling, general and administrative expenses | 2,684 | 2,507 | 7,324 | 7,146 |
Amortization of acquired intangible assets | 198 | 164 | 581 | 527 |
Premium tax expense | 1,965 | 1,389 | 6,129 | 4,737 |
Health insurer fee expense | 0 | 376 | 0 | 1,100 |
Impairment | 229 | 0 | 229 | 72 |
Legal settlement | 0 | 0 | 1,250 | 0 |
Total operating expenses | 31,861 | 28,229 | 92,233 | 79,760 |
Earnings from operations | 545 | 861 | 1,181 | 3,067 |
Other income (expense): | ||||
Investment and other income | 424 | 95 | 566 | 375 |
Debt extinguishment costs | (79) | 0 | (125) | (44) |
Interest expense | (170) | (184) | (503) | (551) |
Earnings before income tax expense | 720 | 772 | 1,119 | 2,847 |
Income tax expense | 139 | 207 | 376 | 1,034 |
Net earnings | 581 | 565 | 743 | 1,813 |
Loss attributable to noncontrolling interests | 3 | 3 | 5 | 7 |
Net earnings attributable to Centene Corporation | $ 584 | $ 568 | $ 748 | $ 1,820 |
Net earnings per common share attributable to Centene Corporation: | ||||
Basic earnings per common share (in dollars per share) | $ 1 | $ 0.98 | $ 1.28 | $ 3.21 |
Diluted earnings per common share (in dollars per share) | $ 0.99 | $ 0.97 | $ 1.27 | $ 3.16 |
Weighted average number of common shares outstanding: | ||||
Basic (in shares) | 583,244 | 579,510 | 582,636 | 567,586 |
Diluted (in shares) | 590,702 | 587,971 | 590,154 | 575,732 |
Premium | ||||
Revenues: | ||||
Premium and service revenues | $ 28,876 | $ 26,537 | $ 83,436 | $ 74,496 |
Service | ||||
Revenues: | ||||
Premium and service revenues | $ 1,638 | $ 922 | $ 4,054 | $ 2,859 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE EARNINGS - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Statement of Comprehensive Income [Abstract] | ||||
Net earnings | $ 581 | $ 565 | $ 743 | $ 1,813 |
Reclassification adjustment, net of tax | 1 | 0 | (16) | 1 |
Change in unrealized gain (loss) on investments, net of tax | (47) | 38 | (125) | 152 |
Defined benefit pension plan net gain, net of tax | 0 | 0 | 0 | 2 |
Foreign currency translation adjustments | (17) | 10 | (20) | 4 |
Other comprehensive earnings (loss) | (63) | 48 | (161) | 159 |
Comprehensive earnings | 518 | 613 | 582 | 1,972 |
Comprehensive loss attributable to noncontrolling interests | 3 | 3 | 5 | 7 |
Comprehensive earnings attributable to Centene Corporation | $ 521 | $ 616 | $ 587 | $ 1,979 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Millions | Total | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Earnings (Loss) | Retained Earnings | Treasury Stock | Non-redeemable Non- controlling Interest |
Balance (in shares) at Dec. 31, 2019 | 421,508 | ||||||
Balance at Dec. 31, 2019 | $ 12,659 | $ 0 | $ 7,647 | $ 134 | $ 4,984 | $ (214) | $ 108 |
Treasury stock (in shares) at Dec. 31, 2019 | 6,460 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net earnings (loss) | 43 | 46 | (3) | ||||
Other comprehensive loss , net of tax | (139) | (139) | |||||
Common stock issued for acquisitions (in shares) | 171,225 | ||||||
Common stock issued for acquisitions | 11,526 | 11,526 | |||||
Common stock issued for employee benefit plans (in shares) | 2,448 | ||||||
Common stock issued for employee benefit plans | 5 | 5 | |||||
Common stock repurchases (in shares) | (291) | (9,308) | |||||
Common stock repurchases | (558) | (17) | $ (541) | ||||
Stock compensation expense | 117 | 117 | |||||
Contribution from noncontrolling interest | 2 | 2 | |||||
Other | 1 | 1 | |||||
Balance (in shares) at Mar. 31, 2020 | 594,890 | ||||||
Balance at Mar. 31, 2020 | 23,656 | $ 0 | 19,279 | (5) | 5,030 | $ (755) | 107 |
Treasury stock (in shares) at Mar. 31, 2020 | 15,768 | ||||||
Balance (in shares) at Dec. 31, 2019 | 421,508 | ||||||
Balance at Dec. 31, 2019 | 12,659 | $ 0 | 7,647 | 134 | 4,984 | $ (214) | 108 |
Treasury stock (in shares) at Dec. 31, 2019 | 6,460 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Other comprehensive loss , net of tax | 159 | ||||||
Balance (in shares) at Sep. 30, 2020 | 595,622 | ||||||
Balance at Sep. 30, 2020 | 25,843 | $ 0 | 19,390 | 293 | 6,804 | $ (762) | 118 |
Treasury stock (in shares) at Sep. 30, 2020 | 15,896 | ||||||
Balance (in shares) at Mar. 31, 2020 | 594,890 | ||||||
Balance at Mar. 31, 2020 | 23,656 | $ 0 | 19,279 | (5) | 5,030 | $ (755) | 107 |
Treasury stock (in shares) at Mar. 31, 2020 | 15,768 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net earnings (loss) | 1,200 | 1,206 | (6) | ||||
Other comprehensive loss , net of tax | 250 | 250 | |||||
Common stock issued for employee benefit plans (in shares) | 269 | ||||||
Common stock issued for employee benefit plans | 7 | 7 | |||||
Common stock repurchases (in shares) | 1 | (47) | |||||
Common stock repurchases | (3) | $ (3) | |||||
Stock compensation expense | 47 | 47 | |||||
Contribution from noncontrolling interest | 15 | 15 | |||||
Balance (in shares) at Jun. 30, 2020 | 595,160 | ||||||
Balance at Jun. 30, 2020 | 25,172 | $ 0 | 19,333 | 245 | 6,236 | $ (758) | 116 |
Treasury stock (in shares) at Jun. 30, 2020 | 15,815 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net earnings (loss) | 562 | 568 | (6) | ||||
Other comprehensive loss , net of tax | 48 | 48 | |||||
Common stock issued for employee benefit plans (in shares) | 531 | ||||||
Common stock issued for employee benefit plans | 8 | 8 | |||||
Common stock repurchases (in shares) | (69) | (81) | |||||
Common stock repurchases | (9) | (5) | $ (4) | ||||
Stock compensation expense | 54 | 54 | |||||
Contribution from noncontrolling interest | 8 | 8 | |||||
Balance (in shares) at Sep. 30, 2020 | 595,622 | ||||||
Balance at Sep. 30, 2020 | $ 25,843 | $ 0 | 19,390 | 293 | 6,804 | $ (762) | 118 |
Treasury stock (in shares) at Sep. 30, 2020 | 15,896 | ||||||
Balance (in shares) at Dec. 31, 2020 | 581,479 | 598,249 | |||||
Balance at Dec. 31, 2020 | $ 25,885 | $ 1 | 19,459 | 337 | 6,792 | $ (816) | 112 |
Treasury stock (in shares) at Dec. 31, 2020 | 16,770 | 16,770 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net earnings (loss) | $ 694 | 699 | (5) | ||||
Other comprehensive loss , net of tax | (161) | (161) | |||||
Common stock issued for employee benefit plans (in shares) | 1,675 | ||||||
Common stock issued for employee benefit plans | 9 | 9 | |||||
Common stock repurchases (in shares) | (316) | (156) | |||||
Common stock repurchases | (29) | (19) | $ (10) | ||||
Stock compensation expense | 51 | 51 | |||||
Contribution from noncontrolling interest | 9 | 9 | |||||
Balance (in shares) at Mar. 31, 2021 | 599,608 | ||||||
Balance at Mar. 31, 2021 | $ 26,458 | $ 1 | 19,500 | 176 | 7,491 | $ (826) | 116 |
Treasury stock (in shares) at Mar. 31, 2021 | 16,926 | ||||||
Balance (in shares) at Dec. 31, 2020 | 581,479 | 598,249 | |||||
Balance at Dec. 31, 2020 | $ 25,885 | $ 1 | 19,459 | 337 | 6,792 | $ (816) | 112 |
Treasury stock (in shares) at Dec. 31, 2020 | 16,770 | 16,770 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Other comprehensive loss , net of tax | $ (161) | ||||||
Balance (in shares) at Sep. 30, 2021 | 583,500 | 600,708 | |||||
Balance at Sep. 30, 2021 | $ 26,590 | $ 1 | 19,594 | 176 | 7,540 | $ (845) | 124 |
Treasury stock (in shares) at Sep. 30, 2021 | 17,208 | 17,208 | |||||
Balance (in shares) at Mar. 31, 2021 | 599,608 | ||||||
Balance at Mar. 31, 2021 | $ 26,458 | $ 1 | 19,500 | 176 | 7,491 | $ (826) | 116 |
Treasury stock (in shares) at Mar. 31, 2021 | 16,926 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net earnings (loss) | (538) | (535) | (3) | ||||
Other comprehensive loss , net of tax | 63 | 63 | |||||
Common stock issued for employee benefit plans (in shares) | 390 | ||||||
Common stock issued for employee benefit plans | 9 | 9 | |||||
Common stock repurchases (in shares) | (10) | (60) | |||||
Common stock repurchases | (4) | $ (4) | |||||
Stock compensation expense | 36 | 36 | |||||
Contribution from noncontrolling interest | 21 | 21 | |||||
Balance (in shares) at Jun. 30, 2021 | 599,988 | ||||||
Balance at Jun. 30, 2021 | 26,045 | $ 1 | 19,545 | 239 | 6,956 | $ (830) | 134 |
Treasury stock (in shares) at Jun. 30, 2021 | 16,986 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net earnings (loss) | 576 | 584 | (8) | ||||
Other comprehensive loss , net of tax | (63) | (63) | |||||
Common stock issued for employee benefit plans (in shares) | 720 | ||||||
Common stock issued for employee benefit plans | 9 | 9 | |||||
Common stock repurchases (in shares) | 0 | (222) | |||||
Common stock repurchases | (15) | 0 | $ (15) | ||||
Stock compensation expense | 40 | 40 | |||||
Contribution from noncontrolling interest | 5 | 5 | |||||
Divestiture of noncontrolling interest | (10) | (10) | |||||
Acquisition resulting in noncontrolling interest | $ 3 | 3 | |||||
Balance (in shares) at Sep. 30, 2021 | 583,500 | 600,708 | |||||
Balance at Sep. 30, 2021 | $ 26,590 | $ 1 | $ 19,594 | $ 176 | $ 7,540 | $ (845) | $ 124 |
Treasury stock (in shares) at Sep. 30, 2021 | 17,208 | 17,208 |
CONSOLIDATED STATEMENTS OF ST_2
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | |||||||
Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Par value (in dollars per share) | $ 0.001 | $ 0.001 | ||||||
Other comprehensive loss, tax | $ (15) | $ 19 | $ (49) | $ 13 | $ 76 | $ (40) | ||
Common Stock | ||||||||
Par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | 0.001 | $ 0.001 |
Treasury Stock | ||||||||
Par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Cash flows from operating activities: | ||
Net earnings | $ 743 | $ 1,813 |
Adjustments to reconcile net earnings to net cash provided by operating activities | ||
Depreciation and amortization | 1,098 | 916 |
Stock compensation expense | 127 | 218 |
Impairment | 229 | 72 |
Loss on debt extinguishment | 125 | 44 |
Gain on acquisition | (309) | 0 |
Deferred income taxes | (143) | (154) |
Gain on divestiture | 62 | (104) |
Other adjustments, net | (6) | 0 |
Changes in assets and liabilities | ||
Premium and trade receivables | (1,723) | (1,640) |
Other assets | (124) | 185 |
Medical claims liabilities | 1,661 | 1,563 |
Unearned revenue | (169) | (212) |
Accounts payable and accrued expenses | 993 | (861) |
Other long-term liabilities | 964 | 663 |
Other operating activities, net | 2 | 19 |
Net cash provided by operating activities | 3,530 | 2,522 |
Cash flows from investing activities: | ||
Capital expenditures | (662) | (663) |
Purchases of investments | (5,253) | (2,911) |
Sales and maturities of investments | 4,069 | 3,408 |
Acquisitions, net of cash acquired | (534) | (3,000) |
Divestiture proceeds, net of divested cash | (62) | 466 |
Net cash used in investing activities | (2,442) | (2,700) |
Cash flows from financing activities: | ||
Proceeds from long-term debt | 9,247 | 2,687 |
Payments of long-term debt | (7,411) | (1,654) |
Common stock repurchases | (49) | (570) |
Payments for debt extinguishment | (157) | (21) |
Debt issuance costs | (72) | (94) |
Other financing activities, net | 39 | 35 |
Net cash provided by financing activities | 1,597 | 383 |
Effect of exchange rate changes on cash, cash equivalents, and restricted cash | (8) | 8 |
Net increase in cash, cash equivalents and restricted cash and cash equivalents | 2,677 | 213 |
Cash, cash equivalents, and restricted cash and cash equivalents, beginning of period | 10,957 | 12,131 |
Cash, cash equivalents, and restricted cash and cash equivalents, end of period | 13,634 | 12,344 |
Supplemental disclosures of cash flow information: | ||
Interest paid | 479 | 479 |
Income taxes paid | 477 | 920 |
Equity issued in connection with acquisitions | 0 | 11,526 |
The following table provides a reconciliation of cash, cash equivalents, and restricted cash and cash equivalents reported within the Consolidated Balance Sheets to the totals above: | ||
Cash and cash equivalents | 13,423 | 12,198 |
Restricted cash and cash equivalents, included in restricted deposits | 211 | 146 |
Total cash, cash equivalents, and restricted cash and cash equivalents | $ 13,634 | $ 12,344 |
Organization and Operations
Organization and Operations | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Operations | Organization and Operations Basis of Presentation The accompanying interim financial statements have been prepared under the presumption that users of the interim financial information have either read or have access to the audited financial statements included in the Form 10-K for the fiscal year ended December 31, 2020. The unaudited interim financial statements herein have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission. Accordingly, footnote disclosures that would substantially duplicate the disclosures contained in the December 31, 2020 audited financial statements have been omitted from these interim financial statements, where appropriate. In the opinion of management, these financial statements reflect all adjustments, consisting only of normal recurring adjustments, which are necessary for a fair presentation of the results of the interim periods presented. Certain 2020 amounts in the consolidated financial statements and notes to the consolidated financial statements have been reclassified to conform to the 2021 presentation. These reclassifications have no effect on net earnings or stockholders’ equity as previously reported. Recently Adopted Accounting Guidance In December 2019, the Financial Accounting Standards Board issued an Accounting Standards Update which simplifies the accounting for income taxes. The guidance is effective for annual and interim periods beginning after December 15, 2020. The Company adopted the new guidance in the first quarter of 2021. The new guidance did not have a material impact on the Company's consolidated financial position, results of operations and cash flows. |
Short-term and Long-term Invest
Short-term and Long-term Investments, Restricted Deposits | 9 Months Ended |
Sep. 30, 2021 | |
Investments, Debt and Equity Securities [Abstract] | |
Short-term and Long-term Investments, 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): September 30, 2021 December 31, 2020 Amortized Gross Gross Fair Amortized Gross Gross Fair Debt securities: U.S. Treasury securities and obligations of U.S. government corporations and agencies $ 656 $ — $ — $ 656 $ 907 $ 4 $ — $ 911 Corporate securities 7,686 178 (37) 7,827 6,560 262 (8) 6,814 Restricted certificates of deposit 4 — — 4 105 — — 105 Restricted cash equivalents 211 — — 211 157 — — 157 Short-term time deposits 78 — — 78 53 — — 53 Municipal securities 3,381 97 (8) 3,470 2,970 129 (2) 3,097 Asset-backed securities 1,141 8 (1) 1,148 1,154 13 (3) 1,164 Residential mortgage-backed securities 902 15 (6) 911 1,068 27 — 1,095 Commercial mortgage-backed securities 818 18 (6) 830 748 30 (5) 773 Equity securities (1) 317 — — 317 318 — — 318 Private equity investments 561 — — 561 838 — — 838 Life insurance contracts 179 — — 179 168 — — 168 Total $ 15,934 $ 316 $ (58) $ 16,192 $ 15,046 $ 465 $ (18) $ 15,493 (1) Investments in equity securities primarily consists of exchange traded funds in fixed income securities. The Company’s investments are debt securities classified as available-for-sale with the exception of equity securities, certain private equity investments and life insurance contracts. 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. As of September 30, 2021, 98% of the Company’s investments in rated securities carry an investment grade rating by nationally recognized statistical rating organizations. At September 30, 2021, the Company held certificates of deposit, equity securities, private equity investments and life insurance contracts, which did not carry a credit rating. Accrued interest income on available-for-sale debt securities was $92 million and $86 million at September 30, 2021 and December 31, 2020, respectively, and is included in other current assets on the Consolidated Balance Sheets. The Company’s residential mortgage-backed securities are primarily issued by the Federal National Mortgage Association, Government National Mortgage Association or Federal Home Loan Mortgage Corporation, which carry implicit or explicit guarantees of the U.S. government. The Company’s commercial mortgage-backed securities are primarily senior tranches with a weighted average rating of AA and a weighted average duration of 4 years at September 30, 2021. The fair value of available-for-sale debt securities with gross unrealized losses by investment type and length of time that individual securities have been in a continuous unrealized loss position were as follows ($ in millions): September 30, 2021 December 31, 2020 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 Corporate securities $ (35) $ 3,089 $ (2) $ 75 $ (7) $ 953 $ (1) $ 24 Municipal securities (7) 929 (1) 26 (2) 238 — — Asset-backed securities (1) 334 — 36 (2) 302 (1) 105 Residential mortgage-backed securities (6) 428 — 1 — 59 — 2 Commercial mortgage-backed securities (4) 272 (2) 33 (5) 147 — 13 Total $ (53) $ 5,052 $ (5) $ 171 $ (16) $ 1,699 $ (2) $ 144 As of September 30, 2021, the gross unrealized losses were generated from 1,887 positions out of a total of 6,468 positions. The change in fair value of fixed income securities is primarily 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 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, the Company did not record the unrealized loss in earnings for these securities. In addition, the Company continuously monitors available-for-sale debt securities for credit losses. 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 allowance when evidence demonstrates that it is credit related. Evidence of a credit related loss may include rating agency actions, adverse conditions specifically related to the security, or failure of the issuer of the security to make scheduled payments. In June 2019, the Company acquired 40% of Circle Health, one of the U.K.’s largest independent operators of hospitals. The initial 40% investment was accounted for as an equity method investment. In July 2021, the Company acquired the remaining 60% interest of Circle Health for $705 million. As a result of the acquisition, the Company recorded a non-cash gain of $309 million on its original investment in the three months ended September 30, 2021. The gain was included in investment and other income on the Consolidated Statement of Operations. Beginning in July 2021, the Company consolidates 100% of Circle Health. In September 2021, the Company recorded a $229 million impairment of its equity method investment in RxAdvance, a pharmacy benefit manager. During the third quarter, the Company made a strategic decision to transition from using the RxAdvance platform and consolidate its business on an alternative external platform as a result of the Company's focus on simplification of its pharmacy operations. The impairment was based on the Company’s estimate of RxAdvance’s future cash flows and other market indicators of fair value. The contractual maturities of short-term and long-term debt securities and restricted deposits are as follows ($ in millions): September 30, 2021 December 31, 2020 Investments Restricted Deposits Investments Restricted Deposits Amortized Fair Amortized Fair Amortized Fair Amortized Fair One year or less $ 1,355 $ 1,361 $ 507 $ 508 $ 1,407 $ 1,414 $ 817 $ 818 One year through five years 5,701 5,845 355 355 4,748 4,937 221 223 Five years through ten years 3,791 3,865 243 243 3,460 3,639 18 19 Greater than ten years 56 61 8 8 81 87 — — Asset-backed securities 2,861 2,889 — — 2,970 3,032 — — Total $ 13,764 $ 14,021 $ 1,113 $ 1,114 $ 12,666 $ 13,109 $ 1,056 $ 1,060 Actual maturities may differ from contractual maturities due to call or prepayment options. Equity securities, private equity investments and life insurance contracts are excluded from the table above because they do not have a contractual maturity. 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. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2021 | |
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 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 September 30, 2021, 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 $ 13,423 $ — $ — $ 13,423 Investments: U.S. Treasury securities and obligations of U.S. government corporations and agencies $ 216 $ — $ — $ 216 Corporate securities — 7,796 — 7,796 Municipal securities — 3,042 — 3,042 Short-term time deposits — 78 — 78 Asset-backed securities — 1,148 — 1,148 Residential mortgage-backed securities — 911 — 911 Commercial mortgage-backed securities — 830 — 830 Equity securities 315 2 — 317 Total investments $ 531 $ 13,807 $ — $ 14,338 Restricted deposits: Cash and cash equivalents $ 211 $ — $ — $ 211 Certificates of deposit — 4 — 4 Corporate securities — 31 — 31 Municipal securities — 428 — 428 U.S. Treasury securities and obligations of U.S. government corporations and agencies 440 — — 440 Total restricted deposits $ 651 $ 463 $ — $ 1,114 Other current assets: Foreign currency swap agreement $ — $ 18 $ — $ 18 Total assets at fair value $ 14,605 $ 14,288 $ — $ 28,893 The following table summarizes fair value measurements by level at December 31, 2020, 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 $ 10,800 $ — $ — $ 10,800 Investments: U.S. Treasury securities and obligations of U.S. government corporations and agencies $ 165 $ — $ — $ 165 Corporate securities — 6,789 — 6,789 Municipal securities — 3,070 — 3,070 Short-term time deposits — 53 — 53 Asset backed securities — 1,164 — 1,164 Residential mortgage backed securities — 1,095 — 1,095 Commercial mortgage backed securities — 773 — 773 Equity securities 316 2 — 318 Total investments $ 481 $ 12,946 $ — $ 13,427 Restricted deposits: Cash and cash equivalents $ 157 $ — $ — $ 157 Certificates of deposit — 105 — 105 Corporate securities — 25 — 25 Municipal securities — 27 — 27 U.S. Treasury securities and obligations of U.S. government corporations and agencies 746 — — 746 Total restricted deposits $ 903 $ 157 $ — $ 1,060 Total assets at fair value $ 12,184 $ 13,103 $ — $ 25,287 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. In addition, the aggregate carrying amount of the Company’s private equity investments and life insurance contracts, which approximates fair value, was $740 million and $1,006 million as of September 30, 2021 and December 31, 2020, respectively. |
Medical Claims Liability
Medical Claims Liability | 9 Months Ended |
Sep. 30, 2021 | |
Insurance [Abstract] | |
Medical Claims Liability | Medical Claims Liability The following table summarizes the change in medical claims liability ($ in millions): Nine Months Ended September 30, 2021 2020 Balance, January 1 $ 12,438 $ 7,473 Less: Reinsurance recoverable 23 20 Balance, January 1, net 12,415 7,453 Acquisitions and divestitures — 3,872 Incurred related to: Current year 74,736 64,105 Prior years (1,526) (446) Total incurred 73,210 63,659 Paid related to: Current year 62,205 56,074 Prior years 9,344 6,032 Total paid 71,549 62,106 Balance at September 30, net 14,076 12,878 Plus: Reinsurance recoverable 23 21 Balance, September 30 $ 14,099 $ 12,899 Reinsurance recoverables related to medical claims are included in premium and trade receivables. Changes in estimates of incurred claims for prior years are primarily attributable to reserving under moderately adverse conditions. Additionally, as a result of minimum health benefits ratio (HBR) and other return of premium programs, the Company recorded $438 million and $97 million as a reduction to premium revenue in the nine months ended September 30, 2021 and 2020, respectively. Incurred but not reported (IBNR) plus expected development on reported claims as of September 30, 2021 was $9,346 million. Total IBNR plus expected development on reported claims represents estimates for claims incurred but not reported, development on reported claims, and estimates for the costs necessary to process unpaid claims at the end of each period. The Company estimates its 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. |
Affordable Care Act
Affordable Care Act | 9 Months Ended |
Sep. 30, 2021 | |
Affordable Care Act [Abstract] | |
Affordable Care Act | Affordable Care Act The Affordable Care Act established risk spreading premium stabilization programs as well as a minimum annual medical loss ratio (MLR) and cost sharing reductions. In June 2021, the Centers for Medicare and Medicaid Services (CMS) announced the final risk adjustment transfers for the 2020 benefit year. As a result of the announcement, the Company increased its risk adjustment net payables by $83 million from December 31, 2020. After consideration of minimum MLR and other related impacts, the net pre-tax expense recognized was approximately $80 million in the second quarter of 2021. The Company's net receivables (payables) for each of the programs are as follows ($ in millions): September 30, 2021 December 31, 2020 Risk adjustment receivable $ 463 $ 340 Risk adjustment payable (472) (1,224) Minimum medical loss ratio (65) (238) Cost sharing reduction receivable 92 101 Cost sharing reduction payable (12) (1) |
Debt
Debt | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Debt | Debt Debt consists of the following ($ in millions): September 30, 2021 December 31, 2020 $2,200 million 4.75% Senior Notes due January 15, 2025 $ — $ 2,230 $1,800 million 5.375% Senior Notes due June 1, 2026 — 1,800 $750 million 5.375% Senior Notes due August 15, 2026 — 794 $2,500 million 4.25% Senior Notes due December 15, 2027 2,484 2,482 $2,300 million 2.45% Senior Notes due July 15, 2028 2,304 — $3,500 million 4.625% Senior Notes due December 15, 2029 3,500 3,500 $2,000 million 3.375% Senior Notes due February 15, 2030 2,000 2,000 $2,200 million 3.00% Senior Notes due October 15, 2030 2,200 2,200 $2,200 million 2.50% Senior Notes due March 1, 2031 2,200 — $1,300 million 2.625% Senior Notes due August 1, 2031 1,300 — Total senior notes 15,988 15,006 Term loan facility 2,195 1,450 Revolving credit agreement 150 97 Mortgage notes payable — 50 Construction loan payable 188 180 Finance leases and other 495 153 Debt issuance costs (177) (157) Total debt 18,839 16,779 Less current portion (245) (97) Long-term debt $ 18,594 $ 16,682 Senior Notes In February 2021, the Company issued $2,200 million 2.50% Senior Notes due 2031 (the 2031 Notes). In conjunction with the 2031 Notes offering, the Company completed a tender offer (the Tender Offer) to purchase for cash, subject to certain conditions, any and all of the outstanding aggregate principal amount of the $2,200 million 4.75% Senior Notes due 2025 (the 2025 Notes). The Company used the net proceeds from the 2031 Notes, together with available cash on hand, to fund the purchase price for the 2025 Notes accepted for purchase in the Tender Offer (approximately 36% of the aggregate principal amount outstanding) and used the remaining proceeds to redeem any of the 2025 Notes that remained outstanding following the Tender Offer, including all premiums, accrued interest and costs and expenses related to the redemption. The Company recognized a pre-tax loss on extinguishment of $46 million on the redemption of the 2025 Notes, including the call premium, the write-off of the unamortized premium and debt issuance costs, and expenses related to the redemption. In July 2021, the Company issued $1,800 million 2.45% Senior Notes due 2028 (the 2028 Notes). The Company intends to use the net proceeds from the offering of the 2028 Notes to finance a portion of the cash consideration payable in connection with its previously announced acquisition of Magellan Health Inc. and to pay related fees and expenses. If the Magellan Acquisition is not completed, the Company expects to use the net proceeds of the offering for debt repayment and general corporate purposes. In August 2021, the Company issued $1,800 million aggregate principal amount of Senior Notes which included $500 million aggregate principal amount of additional 2028 Notes at a premium to yield 2.31% and $1,300 million aggregate principal amount of new 2.625% Senior Notes due 2031. The Company used the net proceeds of the offering, together with cash on hand and term loan facility borrowings, to redeem all of its outstanding 5.375% Senior Notes due 2026 and WellCare Health Plans, Inc.'s outstanding 5.375% Senior Notes due 2026 (together the 2026 Notes), including all premiums, accrued interest and costs and expenses. The Company recognized a pre-tax loss on extinguishment of $79 million on the redemptions of the 2026 Notes, including the call premium, the write-off of the unamortized premium and debt issuance costs, and expenses related to the redemptions. Foreign Currency Swap In connection with the July 2021 acquisition of the remaining 60% interest of Circle Health, the Company funded an intercompany note receivable with an international subsidiary, which is denominated in Great British Pounds and remeasured through earnings each period. In order to manage the resulting foreign exchange risk associated with the note receivable, the Company entered into a foreign currency swap agreement for a notional amount of $705 million, to purchase £509 million. The swap agreement is formally designated and qualifies as a fair value hedge. Gains and losses due to changes in the fair value of the foreign currency swap completely offset changes in the remeasurement of the intercompany note receivable within investment and other income in the Consolidated Statement of Operations. Therefore, there is no net impact to the Consolidated Statement of Operations. The swap expires on March 1, 2022. The fair value of the swap agreement as of September 30, 2021, was $18 million, which was recorded in other current assets in the Consolidated Balance Sheet. Based on the current fair value of the swap, the Company expects an immaterial impact to its cash flows upon concurrent settlement of the swap and intercompany note receivable. The offsetting changes in fair value of the foreign currency swap and the remeasurement on the underlying intercompany note receivable were both recognized in investment and other income in the Consolidated Statements of Operations. The Company does not hold or issue any derivative instruments for trading or speculative purposes. The fair value of the swap contract excludes accrued interest and considers the swap counterparty’s credit risk and the current likelihood of the counterparty’s compliance with its contractual obligations. Revolving Credit Agreement and Term Loan Credit Facility In August 2021, the Company amended and restated its existing credit agreement to, among other things, (i) extend the various maturities under the Existing Credit Agreement until 2026, (ii) increase the aggregate principal amount of the U.S. dollar unsecured term loan facility under the Existing Credit Agreement from $1,450 million to $2,200 million, (iii) increase the maximum total net leverage ratio permitted under the total debt to EBITDA financial covenant from 3.50:1.00 to 4.00:1.00, (iv) reduce the applicable margin with respect to borrowings to between 1.50% to 1.125%, based on the total debt to EBITDA ratio and type of borrowing and (v) include scheduled amortization payments with respect to the term loan facility equal to 0.0% for the first year following closing, 2.5% for the second year following closing and 5% thereafter until maturity. Construction Loan In October 2017, the Company executed a $200 million non-recourse construction loan to fund the expansion of the Company's corporate headquarters. Until final completion of the construction project, which occurred in July 2021, the loan bore interest based on one month LIBOR plus 2.70%, which reduced to LIBOR plus 2.00% at the time construction was completed. The agreement contains financial and non-financial covenants similar to those contained in the Company Credit Facility. The Company guaranteed completion of the construction project associated with the loan. In April 2021, the Company finalized the one year extension of the construction loan maturing in April 2022. As of September 30, 2021, the Company had $188 million in borrowings outstanding under the loan, which is included in the current portion of long-term debt. Mortgage Notes Payable The Company paid its non-recourse mortgage note of $50 million in January 2021. The mortgage note was collateralized by its corporate headquarters building and bore a 5.14% interest rate. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2021 | |
Leases [Abstract] | |
Leases | Leases The Company records right of use (ROU) assets and lease liabilities for non-cancelable operating leases primarily for real estate and equipment. Leases with an initial term of 12 months or less are not recorded on the balance sheet. Expense related to leases is recorded on a straight-line basis over the lease term, including rent holidays. The Company recognized operating lease expense of $123 million and $68 million for the three months ended September 30, 2021 and 2020, respectively, and $257 million and $202 million for the nine months ended September 30, 2021 and 2020, respectively. The increase in operating lease expense is primarily due to the acquisition of the remaining 60% interest of Circle Health, one of the U.K.’s largest independent operators of hospitals, in July 2021, which leases its hospitals and facilities. The following table sets forth the ROU assets and lease liabilities ($ in millions): September 30, 2021 December 31, 2020 Assets ROU assets (recorded within other long-term assets) $ 3,637 $ 1,311 Liabilities Short-term (recorded within accounts payable and accrued expenses) $ 200 $ 204 Long-term (recorded within other long-term liabilities) 3,660 1,334 Total lease liabilities $ 3,860 $ 1,538 During the three and nine months ended September 30, 2021, the Company reduced its lease liabilities by $136 million and $274 million, respectively, for cash paid. In addition, new operating leases commenced or were acquired resulting in the recognition of ROU assets and lease liabilities of $2,396 million and $2,504 million, during the three and nine months ended September 30, 2021, respective ly. Of the newly commenced operating leases, $2,351 million of the increase in ROU assets and lease liabilities is due to the Company’s acquisition of the remaining 60% interest in its investment in Circle Health that occurred in July 2021. As of September 30, 2021, the Company had additional operating leases that have not yet commenced of $43 million. These operating leases will commence in 2021 and 2022 with lease terms ranging from two nine Prior to the acquisition of the remaining Circle Health portfolio, the average remaining lease term of the Company’s operating lease population was 9.2 years. The average remaining lease term of the Circle Health portfolio is 28.9 years resulting in a weighted average remaining lease term for the Company of 21.4 years as of September 30, 2021. The lease liabilities as of September 30, 2021 reflect a weighted average discount rate of 5.7%. Lease payments over the next five years and thereafter are as follows ($ in millions): September 30, 2021 2021 $ 86 2022 409 2023 388 2024 370 2025 337 2026 316 Thereafter 5,546 Total lease payments 7,452 Less: imputed interest (3,592) Total lease liabilities $ 3,860 |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 30, 2021 | |
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 ($ in millions, except per share data in dollars and shares in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Earnings attributable to Centene Corporation $ 584 $ 568 $ 748 $ 1,820 Shares used in computing per share amounts: Weighted average number of common shares outstanding 583,244 579,510 582,636 567,586 Common stock equivalents (as determined by applying the treasury stock method) 7,458 8,461 7,518 8,146 Weighted average number of common shares and potential dilutive common shares outstanding 590,702 587,971 590,154 575,732 Net earnings per common share attributable to Centene Corporation: Basic earnings per common share $ 1.00 $ 0.98 $ 1.28 $ 3.21 Diluted earnings per common share $ 0.99 $ 0.97 $ 1.27 $ 3.16 The calculation of diluted earnings per common share for the three months ended September 30, 2021 and 2020 excludes the impact of 111 thousand and 64 thousand shares, respectively, related to anti-dilutive stock options, restricted stock and restricted stock units. The calculation of diluted earnings per common share for the nine months ended September 30, 2021 and 2020 excludes the impact of 57 thousand and 75 thousand shares, respectively, related to anti-dilutive stock options, restricted stock and restricted stock units. |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2021 | |
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, the 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. Segment information for the three and nine months ended September 30, 2020 has been conformed to the 2021 presentation of segment eliminations. Segment information for the three months ended September 30, 2021, is as follows ($ in millions): Managed Care Specialty Eliminations Consolidated Total revenues from external customers $ 30,888 $ 1,518 $ — $ 32,406 Total revenues from internal customers 1 3,209 (3,210) — Total revenues $ 30,889 $ 4,727 $ (3,210) $ 32,406 Earnings from operations $ 699 $ (154) $ — $ 545 Segment information for the three months ended September 30, 2020, is as follows ($ in millions): Managed Care Specialty Eliminations Consolidated Total revenues from external customers $ 28,014 $ 1,076 $ — $ 29,090 Total revenues from internal customers 2 2,698 (2,700) — Total revenues $ 28,016 $ 3,774 $ (2,700) $ 29,090 Earnings from operations $ 888 $ (27) $ — $ 861 Segment information for the nine months ended September 30, 2021, is as follows ($ in millions): Managed Care Specialty Eliminations Consolidated Total revenues from external customers $ 89,078 $ 4,336 $ — $ 93,414 Total revenues from internal customers 4 9,217 (9,221) — Total revenues $ 89,082 $ 13,553 $ (9,221) $ 93,414 Earnings from operations $ 1,240 $ (59) $ — $ 1,181 Segment information for the nine months ended September 30, 2020, is as follows ($ in millions): Managed Care Specialty Eliminations Consolidated Total revenues from external customers $ 79,573 $ 3,254 $ — $ 82,827 Total revenues from internal customers 4 7,949 (7,953) — Total revenues $ 79,577 $ 11,203 $ (7,953) $ 82,827 Earnings from operations $ 3,014 $ 53 $ — $ 3,067 |
Contingencies
Contingencies | 9 Months Ended |
Sep. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies | Contingencies Overview The Company is routinely subjected to legal and regulatory proceedings in the normal course of business. These matters can include, without limitation: • periodic compliance and other reviews and investigations by various federal and state regulatory agencies with respect to requirements applicable to the Company’s business, including, without limitation, those related to payment of out-of-network claims, submissions to CMS for risk adjustment payments or the False Claims Act, submissions to state agencies related to payments or state false claims acts, pre-authorization penalties, timely review of grievances and appeals, timely and accurate payment of claims, and the Health Insurance Portability and Accountability Act of 1996 and other federal and state fraud, waste and abuse laws; • litigation arising out of general business activities, such as tax matters, disputes related to healthcare benefits coverage or reimbursement, putative securities class actions and medical malpractice, privacy, real estate, intellectual property and employment-related claims; and • disputes regarding reinsurance arrangements, claims arising out of the acquisition or divestiture of various assets, class actions and claims relating to the performance of contractual and non-contractual obligations to providers, members, employer groups and others, including, but not limited to, the alleged failure to properly pay claims and challenges to the manner in which the Company processes claims, claims related to network adequacy and claims alleging that the Company has engaged in unfair business practices. Among other things, these matters may result in awards of damages, fines or penalties, which could be substantial, and/or could require changes to the Company’s business. The Company intends to vigorously defend itself against legal and regulatory proceedings to which it is currently a party; however, these proceedings are subject to many uncertainties. In some of the cases pending against the Company, substantial non-economic or punitive damages are being sought. The Company records reserves and accrues costs for certain legal proceedings and regulatory matters to the extent that it determines an unfavorable outcome is probable and the amount of the loss can be reasonably estimated. While such reserves and accrued costs reflect the Company’s best estimate of the probable loss for such matters, the recorded amounts may differ materially from the actual amount of any such losses. In some cases, no estimate of the possible loss or range of loss in excess of amounts accrued, if any, can be made because of the inherently unpredictable nature of legal and regulatory proceedings, which may be exacerbated by various factors, including but not limited to, they may involve indeterminate claims for monetary damages or may involve fines, penalties or punitive damages; present novel legal theories or legal uncertainties; involve disputed facts; represent a shift in regulatory policy; involve a large number of parties, claimants or regulatory bodies; are in the early stages of the proceedings; involve a number of separate proceedings and/or a wide range of potential outcomes; or result in a change of business practices. As of the date of this report, amounts accrued for legal proceedings and regulatory matters were not material, except for the reserve estimate as described below with respect to claims or potential claims involving services provided by Envolve Pharmacy Solutions, Inc. (Envolve), as the Company’s pharmacy benefits manager subsidiary. It is possible that in a particular quarter or annual period the Company’s financial condition, results of operations, cash flow and/or liquidity could be materially adversely affected by an ultimate unfavorable resolution of, or development in, legal and/or regulatory proceedings, including as described below. Except for the proceedings discussed below, the Company believes that the ultimate outcome of any of the regulatory and legal proceedings that are currently pending against it should not have a material adverse effect on financial condition, results of operations, cash flow or liquidity. California On October 20, 2015, the Company’s California subsidiary, Health Net of California, Inc. (Health Net California), was named as a defendant in a California taxpayer action filed in Los Angeles County Superior Court, captioned as Michael D. Myers v. State Board of Equalization, Dave Jones, Insurance Commissioner of the State of California, Betty T. Yee, Controller of the State of California, et al., Los Angeles Superior Court Case No. BS158655. This action is brought under a California statute that permits an individual taxpayer to sue a governmental agency when the taxpayer believes the agency has failed to enforce governing law. Plaintiff contends that Health Net California, a California licensed Health Care Service Plan (HCSP), is an “insurer” for purposes of taxation despite acknowledging it is not an “insurer” under regulatory law. Under California law, “insurers” must pay a gross premiums tax (GPT), calculated as 2.35% on gross premiums. As a licensed HCSP, Health Net California has paid the California Corporate Franchise Tax (CFT), the tax generally paid by California businesses. Plaintiff contends that Health Net California must pay the GPT rather than the CFT. Plaintiff seeks a writ of mandate directing the California taxing agencies to collect the GPT, and seeks an order requiring Health Net California to pay GPT, interest and penalties for a period dating to eight years prior to the October 2015 filing of the complaint. This lawsuit is being coordinated with similar lawsuits filed against other entities (collectively, Related Actions). In March 2018, the Court overruled the Company’s demurrer seeking to dismiss the complaint and denied the Company’s motion to strike allegations seeking retroactive relief. In August 2018, the trial court stayed all the Related Actions pending determination of a writ of mandate by the California Court of Appeals in two of the Related Actions. In March 2019, the California Court of Appeals denied the writ of mandate. The defendants in those Related Actions sought review by the California Supreme Court, which declined to review the matter. Upon the return of the matter to the Los Angeles County Superior Court, motions for summary judgment were scheduled. Health Net California’s motion for summary judgment was heard by the Court in March 2020. In March 2020, the Court granted Health Net California’s motion for summary judgment. In September 2020, the plaintiff appealed the Court’s decision. The Company intends to continue its vigorous defense against these claims; however, this matter is subject to many uncertainties, and an adverse outcome in this matter could potentially have a materially adverse impact on the Company’s financial position, results of operations and cash flows. Beginning in April 2021, several lawsuits have been filed against the Company and its subsidiaries, alleging that the defendants failed to prevent Health Net members' personal and health data from being exposed in connection with a data breach involving Accellion's File Transfer Appliance. The Company denies any wrongdoing and intends to vigorously defend against the claims in these lawsuits. In addition, claims related to these lawsuits are anticipated to be covered in part by the Company’s insurance carrier. As a result, while these matters are subject to many uncertainties, the Company does not believe that an adverse outcome in these matters is likely to have a materially adverse impact on the Company’s financial position, results of operations and cash flows. Ohio, Mississippi and Other States On March 11, 2021, the State of Ohio filed a civil action against the Company and the Company’s subsidiaries, Buckeye Health Plan Community Solutions, Inc. and Envolve, in Franklin County Court of Common Pleas, captioned as Ohio Department of Medicaid, et al. v. Centene Corporation, et al. The complaint alleged breaches of contract with the Ohio Department of Medicaid relating to the provision of pharmacy benefits management (PBM) services and violations of Ohio law relating to such contracts, including among other things, by (i) seeking payment for services already reimbursed, (ii) not accurately disclosing to the Ohio Department of Medicaid the true cost of the PBM services and (iii) inflating dispensing fees for prescription drugs. The plaintiffs sought an undisclosed sum of money in damages, penalties, and possible termination of the contract with Buckeye Health Plan. In June 2021, the Company reached no-fault agreements with the Attorney General of Ohio and with the Attorney General and State Auditor of Mississippi to resolve claims and/or allegations made by the states related to services provided by Envolve. The Company will pay $88 million to Ohio and $55 million to Mississippi. As a result of the settlement, the Ohio Attorney General’s litigation against the Company was dismissed. In addition, in September 2021, the Company reached no-fault agreements with the Attorney General of Arkansas and the Attorney General of Illinois to resolve claims related to services provided by Envolve. The Company will pay $15 million to Arkansas and $57 million to Illinois. Additionally, the Company is in discussions with a plaintiff’s group in an effort to bring final resolution to similar concerns in other affected states. Consistent with those discussions, the Company recorded a reserve estimate of $1,250 million in the second quarter of 2021 related to this issue, inclusive of the above settlements. Additional claims, reviews or investigations relating to the Company’s PBM business may be brought by other states, the federal government or shareholder litigants, and there is no guarantee the Company will have the ability to settle such claims with other states within the reserve estimate the Company has recorded and on other acceptable terms, or at all. This matter is subject to many uncertainties, and an adverse outcome in this matter could have an adverse impact on the Company’s financial position, results of operations and cash flows. |
Organization and Operations (Po
Organization and Operations (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying interim financial statements have been prepared under the presumption that users of the interim financial information have either read or have access to the audited financial statements included in the Form 10-K for the fiscal year ended December 31, 2020. The unaudited interim financial statements herein have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission. Accordingly, footnote disclosures that would substantially duplicate the disclosures contained in the December 31, 2020 audited financial statements have been omitted from these interim financial statements, where appropriate. In the opinion of management, these financial statements reflect all adjustments, consisting only of normal recurring adjustments, which are necessary for a fair presentation of the results of the interim periods presented. Certain 2020 amounts in the consolidated financial statements and notes to the consolidated financial statements have been reclassified to conform to the 2021 presentation. These reclassifications have no effect on net earnings or stockholders’ equity as previously reported. |
Recently Adopted Accounting Guidance | Recently Adopted Accounting Guidance In December 2019, the Financial Accounting Standards Board issued an Accounting Standards Update which simplifies the accounting for income taxes. The guidance is effective for annual and interim periods beginning after December 15, 2020. The Company adopted the new guidance in the first quarter of 2021. The new guidance did not have a material impact on the Company's consolidated financial position, results of operations and cash flows. |
Short-term and Long-term Inve_2
Short-term and Long-term Investments, Restricted Deposits (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
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): September 30, 2021 December 31, 2020 Amortized Gross Gross Fair Amortized Gross Gross Fair Debt securities: U.S. Treasury securities and obligations of U.S. government corporations and agencies $ 656 $ — $ — $ 656 $ 907 $ 4 $ — $ 911 Corporate securities 7,686 178 (37) 7,827 6,560 262 (8) 6,814 Restricted certificates of deposit 4 — — 4 105 — — 105 Restricted cash equivalents 211 — — 211 157 — — 157 Short-term time deposits 78 — — 78 53 — — 53 Municipal securities 3,381 97 (8) 3,470 2,970 129 (2) 3,097 Asset-backed securities 1,141 8 (1) 1,148 1,154 13 (3) 1,164 Residential mortgage-backed securities 902 15 (6) 911 1,068 27 — 1,095 Commercial mortgage-backed securities 818 18 (6) 830 748 30 (5) 773 Equity securities (1) 317 — — 317 318 — — 318 Private equity investments 561 — — 561 838 — — 838 Life insurance contracts 179 — — 179 168 — — 168 Total $ 15,934 $ 316 $ (58) $ 16,192 $ 15,046 $ 465 $ (18) $ 15,493 (1) Investments in equity securities primarily consists of exchange traded funds in fixed income securities. |
Fair value of available-for-sale investments with gross unrealized losses by investment type and length of time | The fair value of available-for-sale debt securities 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): September 30, 2021 December 31, 2020 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 Corporate securities $ (35) $ 3,089 $ (2) $ 75 $ (7) $ 953 $ (1) $ 24 Municipal securities (7) 929 (1) 26 (2) 238 — — Asset-backed securities (1) 334 — 36 (2) 302 (1) 105 Residential mortgage-backed securities (6) 428 — 1 — 59 — 2 Commercial mortgage-backed securities (4) 272 (2) 33 (5) 147 — 13 Total $ (53) $ 5,052 $ (5) $ 171 $ (16) $ 1,699 $ (2) $ 144 |
Contractual maturities of short-term and long-term investments and restricted deposits | The contractual maturities of short-term and long-term debt securities and restricted deposits are as follows ($ in millions): September 30, 2021 December 31, 2020 Investments Restricted Deposits Investments Restricted Deposits Amortized Fair Amortized Fair Amortized Fair Amortized Fair One year or less $ 1,355 $ 1,361 $ 507 $ 508 $ 1,407 $ 1,414 $ 817 $ 818 One year through five years 5,701 5,845 355 355 4,748 4,937 221 223 Five years through ten years 3,791 3,865 243 243 3,460 3,639 18 19 Greater than ten years 56 61 8 8 81 87 — — Asset-backed securities 2,861 2,889 — — 2,970 3,032 — — Total $ 13,764 $ 14,021 $ 1,113 $ 1,114 $ 12,666 $ 13,109 $ 1,056 $ 1,060 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Assets and Liabilities, Based Upon Observable or Unobservable Inputs, Level Input Definitions | Assets and liabilities recorded at fair value in the Consolidated Balance Sheets are categorized based upon observable or unobservable inputs used to estimate 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. |
Fair Value Measurements by Level for Assets and Liabilities Measured at Fair Value on a Recurring Basis | The following table summarizes fair value measurements by level at September 30, 2021, 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 $ 13,423 $ — $ — $ 13,423 Investments: U.S. Treasury securities and obligations of U.S. government corporations and agencies $ 216 $ — $ — $ 216 Corporate securities — 7,796 — 7,796 Municipal securities — 3,042 — 3,042 Short-term time deposits — 78 — 78 Asset-backed securities — 1,148 — 1,148 Residential mortgage-backed securities — 911 — 911 Commercial mortgage-backed securities — 830 — 830 Equity securities 315 2 — 317 Total investments $ 531 $ 13,807 $ — $ 14,338 Restricted deposits: Cash and cash equivalents $ 211 $ — $ — $ 211 Certificates of deposit — 4 — 4 Corporate securities — 31 — 31 Municipal securities — 428 — 428 U.S. Treasury securities and obligations of U.S. government corporations and agencies 440 — — 440 Total restricted deposits $ 651 $ 463 $ — $ 1,114 Other current assets: Foreign currency swap agreement $ — $ 18 $ — $ 18 Total assets at fair value $ 14,605 $ 14,288 $ — $ 28,893 The following table summarizes fair value measurements by level at December 31, 2020, 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 $ 10,800 $ — $ — $ 10,800 Investments: U.S. Treasury securities and obligations of U.S. government corporations and agencies $ 165 $ — $ — $ 165 Corporate securities — 6,789 — 6,789 Municipal securities — 3,070 — 3,070 Short-term time deposits — 53 — 53 Asset backed securities — 1,164 — 1,164 Residential mortgage backed securities — 1,095 — 1,095 Commercial mortgage backed securities — 773 — 773 Equity securities 316 2 — 318 Total investments $ 481 $ 12,946 $ — $ 13,427 Restricted deposits: Cash and cash equivalents $ 157 $ — $ — $ 157 Certificates of deposit — 105 — 105 Corporate securities — 25 — 25 Municipal securities — 27 — 27 U.S. Treasury securities and obligations of U.S. government corporations and agencies 746 — — 746 Total restricted deposits $ 903 $ 157 $ — $ 1,060 Total assets at fair value $ 12,184 $ 13,103 $ — $ 25,287 |
Medical Claims Liability (Table
Medical Claims Liability (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Insurance [Abstract] | |
Schedule of change in medical claims liability | The following table summarizes the change in medical claims liability ($ in millions): Nine Months Ended September 30, 2021 2020 Balance, January 1 $ 12,438 $ 7,473 Less: Reinsurance recoverable 23 20 Balance, January 1, net 12,415 7,453 Acquisitions and divestitures — 3,872 Incurred related to: Current year 74,736 64,105 Prior years (1,526) (446) Total incurred 73,210 63,659 Paid related to: Current year 62,205 56,074 Prior years 9,344 6,032 Total paid 71,549 62,106 Balance at September 30, net 14,076 12,878 Plus: Reinsurance recoverable 23 21 Balance, September 30 $ 14,099 $ 12,899 |
Affordable Care Act (Tables)
Affordable Care Act (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Affordable Care Act [Abstract] | |
Schedule of net receivables (payables) related to the Affordable Care Act Programs | The Company's net receivables (payables) for each of the programs are as follows ($ in millions): September 30, 2021 December 31, 2020 Risk adjustment receivable $ 463 $ 340 Risk adjustment payable (472) (1,224) Minimum medical loss ratio (65) (238) Cost sharing reduction receivable 92 101 Cost sharing reduction payable (12) (1) |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | Debt consists of the following ($ in millions): September 30, 2021 December 31, 2020 $2,200 million 4.75% Senior Notes due January 15, 2025 $ — $ 2,230 $1,800 million 5.375% Senior Notes due June 1, 2026 — 1,800 $750 million 5.375% Senior Notes due August 15, 2026 — 794 $2,500 million 4.25% Senior Notes due December 15, 2027 2,484 2,482 $2,300 million 2.45% Senior Notes due July 15, 2028 2,304 — $3,500 million 4.625% Senior Notes due December 15, 2029 3,500 3,500 $2,000 million 3.375% Senior Notes due February 15, 2030 2,000 2,000 $2,200 million 3.00% Senior Notes due October 15, 2030 2,200 2,200 $2,200 million 2.50% Senior Notes due March 1, 2031 2,200 — $1,300 million 2.625% Senior Notes due August 1, 2031 1,300 — Total senior notes 15,988 15,006 Term loan facility 2,195 1,450 Revolving credit agreement 150 97 Mortgage notes payable — 50 Construction loan payable 188 180 Finance leases and other 495 153 Debt issuance costs (177) (157) Total debt 18,839 16,779 Less current portion (245) (97) Long-term debt $ 18,594 $ 16,682 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Leases [Abstract] | |
ROU Assets and Liabilities | The following table sets forth the ROU assets and lease liabilities ($ in millions): September 30, 2021 December 31, 2020 Assets ROU assets (recorded within other long-term assets) $ 3,637 $ 1,311 Liabilities Short-term (recorded within accounts payable and accrued expenses) $ 200 $ 204 Long-term (recorded within other long-term liabilities) 3,660 1,334 Total lease liabilities $ 3,860 $ 1,538 |
Maturity of Operating Lease Liabilities | Lease payments over the next five years and thereafter are as follows ($ in millions): September 30, 2021 2021 $ 86 2022 409 2023 388 2024 370 2025 337 2026 316 Thereafter 5,546 Total lease payments 7,452 Less: imputed interest (3,592) Total lease liabilities $ 3,860 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
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 ($ in millions, except per share data in dollars and shares in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2021 2020 2021 2020 Earnings attributable to Centene Corporation $ 584 $ 568 $ 748 $ 1,820 Shares used in computing per share amounts: Weighted average number of common shares outstanding 583,244 579,510 582,636 567,586 Common stock equivalents (as determined by applying the treasury stock method) 7,458 8,461 7,518 8,146 Weighted average number of common shares and potential dilutive common shares outstanding 590,702 587,971 590,154 575,732 Net earnings per common share attributable to Centene Corporation: Basic earnings per common share $ 1.00 $ 0.98 $ 1.28 $ 3.21 Diluted earnings per common share $ 0.99 $ 0.97 $ 1.27 $ 3.16 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Segment Reporting [Abstract] | |
Segment Information | Segment information for the three months ended September 30, 2021, is as follows ($ in millions): Managed Care Specialty Eliminations Consolidated Total revenues from external customers $ 30,888 $ 1,518 $ — $ 32,406 Total revenues from internal customers 1 3,209 (3,210) — Total revenues $ 30,889 $ 4,727 $ (3,210) $ 32,406 Earnings from operations $ 699 $ (154) $ — $ 545 Segment information for the three months ended September 30, 2020, is as follows ($ in millions): Managed Care Specialty Eliminations Consolidated Total revenues from external customers $ 28,014 $ 1,076 $ — $ 29,090 Total revenues from internal customers 2 2,698 (2,700) — Total revenues $ 28,016 $ 3,774 $ (2,700) $ 29,090 Earnings from operations $ 888 $ (27) $ — $ 861 Segment information for the nine months ended September 30, 2021, is as follows ($ in millions): Managed Care Specialty Eliminations Consolidated Total revenues from external customers $ 89,078 $ 4,336 $ — $ 93,414 Total revenues from internal customers 4 9,217 (9,221) — Total revenues $ 89,082 $ 13,553 $ (9,221) $ 93,414 Earnings from operations $ 1,240 $ (59) $ — $ 1,181 Segment information for the nine months ended September 30, 2020, is as follows ($ in millions): Managed Care Specialty Eliminations Consolidated Total revenues from external customers $ 79,573 $ 3,254 $ — $ 82,827 Total revenues from internal customers 4 7,949 (7,953) — Total revenues $ 79,577 $ 11,203 $ (7,953) $ 82,827 Earnings from operations $ 3,014 $ 53 $ — $ 3,067 |
Short-term and Long-term Inve_3
Short-term and Long-term Investments, Restricted Deposits - By Investment Type (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Debt Securities | ||
Gross Unrealized Gains | $ 316 | $ 465 |
Gross Unrealized Losses | (58) | (18) |
Equity securities | 317 | 318 |
Private equity investments | 561 | 838 |
Life insurance contracts | 179 | 168 |
Total, Amortized Cost | 15,934 | 15,046 |
Total, Fair Value | 16,192 | 15,493 |
U.S. Treasury securities and obligations of U.S. government corporations and agencies | ||
Debt Securities | ||
Amortized Cost | 656 | 907 |
Gross Unrealized Gains | 0 | 4 |
Gross Unrealized Losses | 0 | 0 |
Fair Value | 656 | 911 |
Corporate securities | ||
Debt Securities | ||
Amortized Cost | 7,686 | 6,560 |
Gross Unrealized Gains | 178 | 262 |
Gross Unrealized Losses | (37) | (8) |
Fair Value | 7,827 | 6,814 |
Restricted certificates of deposit | ||
Debt Securities | ||
Amortized Cost | 4 | 105 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
Fair Value | 4 | 105 |
Restricted cash equivalents | ||
Debt Securities | ||
Amortized Cost | 211 | 157 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
Fair Value | 211 | 157 |
Short-term time deposits | ||
Debt Securities | ||
Amortized Cost | 78 | 53 |
Gross Unrealized Gains | 0 | 0 |
Gross Unrealized Losses | 0 | 0 |
Fair Value | 78 | 53 |
Municipal securities | ||
Debt Securities | ||
Amortized Cost | 3,381 | 2,970 |
Gross Unrealized Gains | 97 | 129 |
Gross Unrealized Losses | (8) | (2) |
Fair Value | 3,470 | 3,097 |
Asset-backed securities | ||
Debt Securities | ||
Amortized Cost | 1,141 | 1,154 |
Gross Unrealized Gains | 8 | 13 |
Gross Unrealized Losses | (1) | (3) |
Fair Value | 1,148 | 1,164 |
Residential mortgage-backed securities | ||
Debt Securities | ||
Amortized Cost | 902 | 1,068 |
Gross Unrealized Gains | 15 | 27 |
Gross Unrealized Losses | (6) | 0 |
Fair Value | 911 | 1,095 |
Commercial mortgage-backed securities | ||
Debt Securities | ||
Amortized Cost | 818 | 748 |
Gross Unrealized Gains | 18 | 30 |
Gross Unrealized Losses | (6) | (5) |
Fair Value | $ 830 | $ 773 |
Short-term and Long-term Inve_4
Short-term and Long-term Investments, Restricted Deposits - Narrative (Details) $ in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2021USD ($)position | Jul. 31, 2021USD ($) | Sep. 30, 2021USD ($)position | Sep. 30, 2021USD ($)position | Sep. 30, 2020USD ($) | Dec. 31, 2020USD ($) | Jun. 30, 2019 | |
Schedule Of Investments And Restricted Deposits By Type [Line Items] | |||||||
Accrued interest income | $ 92 | $ 92 | $ 92 | $ 86 | |||
Positions from which gross unrealized losses were generated | position | 1,887 | 1,887 | 1,887 | ||||
Total unrealized investment positions | position | 6,468 | 6,468 | 6,468 | ||||
Step acquisition, gain on investment | $ 309 | $ 0 | |||||
Circle Health | |||||||
Schedule Of Investments And Restricted Deposits By Type [Line Items] | |||||||
Acquisition, interests acquired | 60.00% | ||||||
Business combination, ownership percentage | 100.00% | ||||||
Circle Health | |||||||
Schedule Of Investments And Restricted Deposits By Type [Line Items] | |||||||
Equity method investment, ownership percentage | 40.00% | ||||||
Cash paid | $ 705 | ||||||
Step acquisition, gain on investment | $ 309 | ||||||
RxAdvance | |||||||
Schedule Of Investments And Restricted Deposits By Type [Line Items] | |||||||
Impairment of equity method investment | $ 229 | ||||||
Commercial mortgage-backed securities | |||||||
Schedule Of Investments And Restricted Deposits By Type [Line Items] | |||||||
Investments recorded at fair value that carry rating of AA Plus, weighted average (in years) | 4 years | ||||||
Rated Securities | External Credit Rating, Investment Grade | Investment Securities | |||||||
Schedule Of Investments And Restricted Deposits By Type [Line Items] | |||||||
Percentage of investments in rated securities carry an investment grade rating by nationally recognized statistical rating organizations | 98.00% |
Short-term and Long-term Inve_5
Short-term and Long-term Investments, Restricted Deposits - Fair Value of Available-For-Sale Investments with Gross Unrealized Losses by Investment Type and Length of Time (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Unrealized Losses | ||
Less Than 12 Months | $ (53) | $ (16) |
12 Months or More | (5) | (2) |
Fair Value | ||
Fair Value, Less Than 12 Months | 5,052 | 1,699 |
Fair Value, 12 Months or More | 171 | 144 |
Corporate securities | ||
Unrealized Losses | ||
Less Than 12 Months | (35) | (7) |
12 Months or More | (2) | (1) |
Fair Value | ||
Fair Value, Less Than 12 Months | 3,089 | 953 |
Fair Value, 12 Months or More | 75 | 24 |
Municipal securities | ||
Unrealized Losses | ||
Less Than 12 Months | (7) | (2) |
12 Months or More | (1) | 0 |
Fair Value | ||
Fair Value, Less Than 12 Months | 929 | 238 |
Fair Value, 12 Months or More | 26 | 0 |
Asset-backed securities | ||
Unrealized Losses | ||
Less Than 12 Months | (1) | (2) |
12 Months or More | 0 | (1) |
Fair Value | ||
Fair Value, Less Than 12 Months | 334 | 302 |
Fair Value, 12 Months or More | 36 | 105 |
Residential mortgage-backed securities | ||
Unrealized Losses | ||
Less Than 12 Months | (6) | 0 |
12 Months or More | 0 | 0 |
Fair Value | ||
Fair Value, Less Than 12 Months | 428 | 59 |
Fair Value, 12 Months or More | 1 | 2 |
Commercial mortgage-backed securities | ||
Unrealized Losses | ||
Less Than 12 Months | (4) | (5) |
12 Months or More | (2) | 0 |
Fair Value | ||
Fair Value, Less Than 12 Months | 272 | 147 |
Fair Value, 12 Months or More | $ 33 | $ 13 |
Short-term and Long-term Inve_6
Short-term and Long-term Investments, Restricted Deposits - Contractual Maturities of Short-Term and Long-Term Investments and Restricted Deposits (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Investments | ||
Amortized Cost | ||
One year or less | $ 1,355 | $ 1,407 |
One year through five years | 5,701 | 4,748 |
Five years through ten years | 3,791 | 3,460 |
Greater than ten years | 56 | 81 |
Asset-backed securities | 2,861 | 2,970 |
Amortized Cost | 13,764 | 12,666 |
Fair Value | ||
One year or less | 1,361 | 1,414 |
One year through five years | 5,845 | 4,937 |
Five years through ten years | 3,865 | 3,639 |
Greater than ten years | 61 | 87 |
Asset-backed securities | 2,889 | 3,032 |
Fair Value | 14,021 | 13,109 |
Restricted Deposits | ||
Amortized Cost | ||
One year or less | 507 | 817 |
One year through five years | 355 | 221 |
Five years through ten years | 243 | 18 |
Greater than ten years | 8 | 0 |
Asset-backed securities | 0 | 0 |
Amortized Cost | 1,113 | 1,056 |
Fair Value | ||
One year or less | 508 | 818 |
One year through five years | 355 | 223 |
Five years through ten years | 243 | 19 |
Greater than ten years | 8 | 0 |
Asset-backed securities | 0 | 0 |
Fair Value | $ 1,114 | $ 1,060 |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value Measurements by Level for Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Assets | ||
Cash and cash equivalents | $ 13,423 | $ 10,800 |
Investments: | ||
Equity securities | 317 | 318 |
Other current assets: | ||
Total assets at fair value | 28,893 | 25,287 |
U.S. Treasury securities and obligations of U.S. government corporations and agencies | ||
Investments: | ||
Assets measured at fair value | 656 | 911 |
Corporate securities | ||
Investments: | ||
Assets measured at fair value | 7,827 | 6,814 |
Municipal securities | ||
Investments: | ||
Assets measured at fair value | 3,470 | 3,097 |
Short-term time deposits | ||
Investments: | ||
Assets measured at fair value | 78 | 53 |
Asset-backed securities | ||
Investments: | ||
Assets measured at fair value | 1,148 | 1,164 |
Residential mortgage-backed securities | ||
Investments: | ||
Assets measured at fair value | 911 | 1,095 |
Commercial mortgage-backed securities | ||
Investments: | ||
Assets measured at fair value | 830 | 773 |
Investments available-for-sale | ||
Investments: | ||
Assets measured at fair value | 14,338 | 13,427 |
Investments available-for-sale | U.S. Treasury securities and obligations of U.S. government corporations and agencies | ||
Investments: | ||
Assets measured at fair value | 216 | 165 |
Investments available-for-sale | Corporate securities | ||
Investments: | ||
Assets measured at fair value | 7,796 | 6,789 |
Investments available-for-sale | Municipal securities | ||
Investments: | ||
Assets measured at fair value | 3,042 | 3,070 |
Investments available-for-sale | Short-term time deposits | ||
Investments: | ||
Assets measured at fair value | 78 | 53 |
Investments available-for-sale | Asset-backed securities | ||
Investments: | ||
Assets measured at fair value | 1,148 | 1,164 |
Investments available-for-sale | Residential mortgage-backed securities | ||
Investments: | ||
Assets measured at fair value | 911 | 1,095 |
Investments available-for-sale | Commercial mortgage-backed securities | ||
Investments: | ||
Assets measured at fair value | 830 | 773 |
Restricted deposits | ||
Investments: | ||
Assets measured at fair value | 1,114 | 1,060 |
Restricted deposits | U.S. Treasury securities and obligations of U.S. government corporations and agencies | ||
Investments: | ||
Assets measured at fair value | 440 | 746 |
Restricted deposits | Corporate securities | ||
Investments: | ||
Assets measured at fair value | 31 | 25 |
Restricted deposits | Municipal securities | ||
Investments: | ||
Assets measured at fair value | 428 | 27 |
Restricted deposits | Cash and cash equivalents | ||
Investments: | ||
Assets measured at fair value | 211 | 157 |
Restricted deposits | Certificates of deposit | ||
Investments: | ||
Assets measured at fair value | 4 | 105 |
Other current assets | Foreign currency swap agreement | ||
Other current assets: | ||
Foreign currency swap agreement | 18 | |
Level I | ||
Assets | ||
Cash and cash equivalents | 13,423 | 10,800 |
Investments: | ||
Equity securities | 315 | 316 |
Other current assets: | ||
Total assets at fair value | 14,605 | 12,184 |
Level I | Investments available-for-sale | ||
Investments: | ||
Assets measured at fair value | 531 | 481 |
Level I | Investments available-for-sale | U.S. Treasury securities and obligations of U.S. government corporations and agencies | ||
Investments: | ||
Assets measured at fair value | 216 | 165 |
Level I | Investments available-for-sale | Corporate securities | ||
Investments: | ||
Assets measured at fair value | 0 | 0 |
Level I | Investments available-for-sale | Municipal securities | ||
Investments: | ||
Assets measured at fair value | 0 | 0 |
Level I | Investments available-for-sale | Short-term time deposits | ||
Investments: | ||
Assets measured at fair value | 0 | 0 |
Level I | Investments available-for-sale | Asset-backed securities | ||
Investments: | ||
Assets measured at fair value | 0 | 0 |
Level I | Investments available-for-sale | Residential mortgage-backed securities | ||
Investments: | ||
Assets measured at fair value | 0 | 0 |
Level I | Investments available-for-sale | Commercial mortgage-backed securities | ||
Investments: | ||
Assets measured at fair value | 0 | 0 |
Level I | Restricted deposits | ||
Investments: | ||
Assets measured at fair value | 651 | 903 |
Level I | Restricted deposits | U.S. Treasury securities and obligations of U.S. government corporations and agencies | ||
Investments: | ||
Assets measured at fair value | 440 | 746 |
Level I | Restricted deposits | Corporate securities | ||
Investments: | ||
Assets measured at fair value | 0 | 0 |
Level I | Restricted deposits | Municipal securities | ||
Investments: | ||
Assets measured at fair value | 0 | 0 |
Level I | Restricted deposits | Cash and cash equivalents | ||
Investments: | ||
Assets measured at fair value | 211 | 157 |
Level I | Restricted deposits | Certificates of deposit | ||
Investments: | ||
Assets measured at fair value | 0 | 0 |
Level I | Other current assets | Foreign currency swap agreement | ||
Other current assets: | ||
Foreign currency swap agreement | 0 | |
Level II | ||
Assets | ||
Cash and cash equivalents | 0 | 0 |
Investments: | ||
Equity securities | 2 | 2 |
Other current assets: | ||
Total assets at fair value | 14,288 | 13,103 |
Level II | Investments available-for-sale | ||
Investments: | ||
Assets measured at fair value | 13,807 | 12,946 |
Level II | Investments available-for-sale | U.S. Treasury securities and obligations of U.S. government corporations and agencies | ||
Investments: | ||
Assets measured at fair value | 0 | 0 |
Level II | Investments available-for-sale | Corporate securities | ||
Investments: | ||
Assets measured at fair value | 7,796 | 6,789 |
Level II | Investments available-for-sale | Municipal securities | ||
Investments: | ||
Assets measured at fair value | 3,042 | 3,070 |
Level II | Investments available-for-sale | Short-term time deposits | ||
Investments: | ||
Assets measured at fair value | 78 | 53 |
Level II | Investments available-for-sale | Asset-backed securities | ||
Investments: | ||
Assets measured at fair value | 1,148 | 1,164 |
Level II | Investments available-for-sale | Residential mortgage-backed securities | ||
Investments: | ||
Assets measured at fair value | 911 | 1,095 |
Level II | Investments available-for-sale | Commercial mortgage-backed securities | ||
Investments: | ||
Assets measured at fair value | 830 | 773 |
Level II | Restricted deposits | ||
Investments: | ||
Assets measured at fair value | 463 | 157 |
Level II | Restricted deposits | U.S. Treasury securities and obligations of U.S. government corporations and agencies | ||
Investments: | ||
Assets measured at fair value | 0 | 0 |
Level II | Restricted deposits | Corporate securities | ||
Investments: | ||
Assets measured at fair value | 31 | 25 |
Level II | Restricted deposits | Municipal securities | ||
Investments: | ||
Assets measured at fair value | 428 | 27 |
Level II | Restricted deposits | Cash and cash equivalents | ||
Investments: | ||
Assets measured at fair value | 0 | 0 |
Level II | Restricted deposits | Certificates of deposit | ||
Investments: | ||
Assets measured at fair value | 4 | 105 |
Level II | Other current assets | Foreign currency swap agreement | ||
Other current assets: | ||
Foreign currency swap agreement | 18 | |
Level III | ||
Assets | ||
Cash and cash equivalents | 0 | 0 |
Investments: | ||
Equity securities | 0 | 0 |
Other current assets: | ||
Total assets at fair value | 0 | 0 |
Level III | Investments available-for-sale | ||
Investments: | ||
Assets measured at fair value | 0 | 0 |
Level III | Investments available-for-sale | U.S. Treasury securities and obligations of U.S. government corporations and agencies | ||
Investments: | ||
Assets measured at fair value | 0 | 0 |
Level III | Investments available-for-sale | Corporate securities | ||
Investments: | ||
Assets measured at fair value | 0 | 0 |
Level III | Investments available-for-sale | Municipal securities | ||
Investments: | ||
Assets measured at fair value | 0 | 0 |
Level III | Investments available-for-sale | Short-term time deposits | ||
Investments: | ||
Assets measured at fair value | 0 | 0 |
Level III | Investments available-for-sale | Asset-backed securities | ||
Investments: | ||
Assets measured at fair value | 0 | 0 |
Level III | Investments available-for-sale | Residential mortgage-backed securities | ||
Investments: | ||
Assets measured at fair value | 0 | 0 |
Level III | Investments available-for-sale | Commercial mortgage-backed securities | ||
Investments: | ||
Assets measured at fair value | 0 | 0 |
Level III | Restricted deposits | ||
Investments: | ||
Assets measured at fair value | 0 | 0 |
Level III | Restricted deposits | U.S. Treasury securities and obligations of U.S. government corporations and agencies | ||
Investments: | ||
Assets measured at fair value | 0 | 0 |
Level III | Restricted deposits | Corporate securities | ||
Investments: | ||
Assets measured at fair value | 0 | 0 |
Level III | Restricted deposits | Municipal securities | ||
Investments: | ||
Assets measured at fair value | 0 | 0 |
Level III | Restricted deposits | Cash and cash equivalents | ||
Investments: | ||
Assets measured at fair value | 0 | 0 |
Level III | Restricted deposits | Certificates of deposit | ||
Investments: | ||
Assets measured at fair value | 0 | $ 0 |
Level III | Other current assets | Foreign currency swap agreement | ||
Other current assets: | ||
Foreign currency swap agreement | $ 0 |
Fair Value Measurements - Narra
Fair Value Measurements - Narrative (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Fair Value Disclosures [Abstract] | ||
Aggregate carrying amount of life insurance contracts and equity investments, fair value | $ 740 | $ 1,006 |
Medical Claims Liability - Sche
Medical Claims Liability - Schedule of Change in Medical Claims Liability (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Liability for Unpaid Claims and Claims Adjustment Expense [Roll Forward] | ||
Balance, January 1 | $ 12,438 | $ 7,473 |
Less: Reinsurance recoverable | 23 | 20 |
Balance, January 1, net | 12,415 | 7,453 |
Acquisitions and divestitures | 0 | 3,872 |
Incurred related to: | ||
Current year | 74,736 | 64,105 |
Prior years | (1,526) | (446) |
Total incurred | 73,210 | 63,659 |
Paid related to: | ||
Current year | 62,205 | 56,074 |
Prior years | 9,344 | 6,032 |
Total paid | 71,549 | 62,106 |
Balance at September 30, net | 14,076 | 12,878 |
Plus: Reinsurance recoverable | 23 | 21 |
Balance, September 30 | $ 14,099 | $ 12,899 |
Medical Claims Liability - Narr
Medical Claims Liability - Narrative (Details) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Insurance [Abstract] | ||
Amounts recorded as an adjustment to premium revenues related to minimum HBR and return of premium programs | $ 438 | $ 97 |
Short-duration insurance contracts, Incurred but not reported and expected development on reported claims | $ 9,346 |
Affordable Care Act - Additiona
Affordable Care Act - Additional information (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2021USD ($) | |
Affordable Care Act [Abstract] | |
Risk adjustment increase to net payables | $ 83 |
Risk adjustment and reinsurance pre-tax expense | $ 80 |
Affordable Care Act - Net Recei
Affordable Care Act - Net Receivables (Payables) for Each of the Ongoing Programs (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Affordable Care Act [Abstract] | ||
Risk adjustment receivable | $ 463 | $ 340 |
Risk adjustment payable | (472) | (1,224) |
Minimum medical loss ratio | (65) | (238) |
Cost sharing reduction receivable | 92 | 101 |
Cost sharing reduction payable | $ (12) | $ (1) |
Debt - Schedule of Debt (Detail
Debt - Schedule of Debt (Details) - USD ($) | Sep. 30, 2021 | Aug. 31, 2021 | Feb. 28, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||||
Total senior notes | $ 15,988,000,000 | $ 15,006,000,000 | ||
Mortgage notes payable | 0 | 50,000,000 | ||
Construction loan payable | 188,000,000 | 180,000,000 | ||
Finance leases and other | 495,000,000 | 153,000,000 | ||
Debt issuance costs | (177,000,000) | (157,000,000) | ||
Total debt | 18,839,000,000 | 16,779,000,000 | ||
Less current portion | (245,000,000) | (97,000,000) | ||
Long-term debt | 18,594,000,000 | 16,682,000,000 | ||
Revolving credit agreement | ||||
Debt Instrument [Line Items] | ||||
Credit facility | 150,000,000 | 97,000,000 | ||
Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Debt, face amount | $ 1,800,000,000 | |||
Term loan facility | ||||
Debt Instrument [Line Items] | ||||
Credit facility | 2,195,000,000 | 1,450,000,000 | ||
$2,200 million 4.75% Senior Notes due January 15, 2025 | Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Debt, face amount | $ 2,200,000,000 | $ 2,200,000,000 | ||
Interest rate | 4.75% | 4.75% | ||
Senior notes | $ 0 | 2,230,000,000 | ||
$1,800 million 5.375% Senior Notes due June 1, 2026 | Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Debt, face amount | $ 1,800,000,000 | |||
Interest rate | 5.375% | 5.375% | ||
Senior notes | $ 0 | 1,800,000,000 | ||
$750 million 5.375% Senior Notes due August 15, 2026 | Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Debt, face amount | $ 750,000,000 | |||
Interest rate | 5.375% | |||
Senior notes | $ 0 | 794,000,000 | ||
$2,500 million 4.25% Senior Notes due December 15, 2027 | Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Debt, face amount | $ 2,500,000,000 | |||
Interest rate | 4.25% | |||
Senior notes | $ 2,484,000,000 | 2,482,000,000 | ||
$2,300 million 2.45% Senior Notes due July 15, 2028 | Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Debt, face amount | $ 2,300,000,000 | |||
Interest rate | 2.45% | |||
Senior notes | $ 2,304,000,000 | 0 | ||
$3,500 million 4.625% Senior Notes due December 15, 2029 | Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Debt, face amount | $ 3,500,000,000 | |||
Interest rate | 4.625% | |||
Senior notes | $ 3,500,000,000 | 3,500,000,000 | ||
$2,000 million 3.375% Senior Notes due February 15, 2030 | Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Debt, face amount | $ 2,000,000,000 | |||
Interest rate | 3.375% | |||
Senior notes | $ 2,000,000,000 | 2,000,000,000 | ||
$2,200 million 3.00% Senior Notes due October 15, 2030 | Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Debt, face amount | $ 2,200,000,000 | |||
Interest rate | 3.00% | |||
Senior notes | $ 2,200,000,000 | 2,200,000,000 | ||
$2,200 million 2.50% Senior Notes due March 1, 2031 | Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Debt, face amount | $ 2,200,000,000 | $ 2,200,000,000 | ||
Interest rate | 2.50% | 2.50% | ||
Senior notes | $ 2,200,000,000 | 0 | ||
$1,300 million 2.625% Senior Notes due August 1, 2031 | Senior Notes | ||||
Debt Instrument [Line Items] | ||||
Debt, face amount | $ 1,300,000,000 | $ 1,300,000,000 | ||
Interest rate | 2.625% | 2.625% | ||
Senior notes | $ 1,300,000,000 | $ 0 |
Debt - Narrative (Details)
Debt - Narrative (Details) £ in Millions | 1 Months Ended | 6 Months Ended | 9 Months Ended | ||||||||
Aug. 31, 2021USD ($) | Jul. 31, 2021GBP (£) | Apr. 30, 2021 | Feb. 28, 2021USD ($) | Jan. 31, 2021USD ($) | Oct. 31, 2017USD ($) | Jun. 30, 2021USD ($) | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Jul. 31, 2021USD ($) | Dec. 31, 2020USD ($) | |
Debt Instrument [Line Items] | |||||||||||
Loss on extinguishment of debt | $ 79,000,000 | $ 46,000,000 | $ (125,000,000) | $ (44,000,000) | |||||||
Payments for foreign currency hedge | £ | £ 509 | ||||||||||
Extension term | 1 year | ||||||||||
Construction loan payable | 188,000,000 | $ 180,000,000 | |||||||||
Repayment of mortgage note | $ 50,000,000 | ||||||||||
Debt Instrument, Payment Period, One | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Interest rate | 0.00% | ||||||||||
Debt Instrument, Payment Period, Two | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Interest rate | 2.50% | ||||||||||
Debt Instrument, Payment Period, Three | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Interest rate | 5.00% | ||||||||||
Foreign currency swap agreement | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Derivative agreement | $ 705,000,000 | ||||||||||
Fair value, swap agreement | 18,000,000 | ||||||||||
Circle Health | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Acquisition, interests acquired | 60.00% | ||||||||||
Senior Notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt, face amount | $ 1,800,000,000 | ||||||||||
Construction Loan Payable | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt, face amount | $ 200,000,000 | ||||||||||
Construction Loan Payable | Maximum | LIBOR | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable rate | 2.70% | ||||||||||
Construction Loan Payable | Minimum | LIBOR | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable rate | 2.00% | ||||||||||
Mortgage Notes Payable | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Interest rate | 5.14% | ||||||||||
$2,200 million 2.50% Senior Notes due March 1, 2031 | Senior Notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt, face amount | $ 2,200,000,000 | $ 2,200,000,000 | |||||||||
Interest rate | 2.50% | 2.50% | |||||||||
$2,200 million 4.75% Senior Notes, due 2025 | Senior Notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt, face amount | $ 2,200,000,000 | $ 2,200,000,000 | |||||||||
Interest rate | 4.75% | 4.75% | |||||||||
Notes accepted for Tender Offer, principal outstanding, percentage | 36.00% | ||||||||||
$1,800 Million 2.45% Senior Notes due March 2028 | Senior Notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt, face amount | $ 500,000,000 | $ 1,800,000,000 | |||||||||
Interest rate | 2.45% | ||||||||||
Yield, percentage | 2.31% | ||||||||||
$1,300 million 2.625% Senior Notes due August 1, 2031 | Senior Notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt, face amount | $ 1,300,000,000 | $ 1,300,000,000 | |||||||||
Interest rate | 2.625% | 2.625% | |||||||||
$1,800 million 5.375% Senior Notes due June 1, 2026 | Senior Notes | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Debt, face amount | $ 1,800,000,000 | ||||||||||
Interest rate | 5.375% | 5.375% | |||||||||
Term loan facility | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Credit facility, maximum borrowing capacity | $ 2,200,000,000 | $ 1,450,000,000 | |||||||||
Covenant, maximum net leverage ratio, | 4 | 3.50 | |||||||||
Term loan facility | Maximum | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable rate | 1.50% | ||||||||||
Term loan facility | Minimum | |||||||||||
Debt Instrument [Line Items] | |||||||||||
Basis spread on variable rate | 1.125% |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||
Jul. 31, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2021 | |
Lessee, Lease, Description [Line Items] | ||||||
Operating lease expense | $ 123 | $ 68 | $ 257 | $ 202 | ||
Lease liabilities reduced by cash paid | 136 | 274 | ||||
ROU assets from new operating leases in exchange for lease liability | 2,396 | 2,504 | ||||
Increase in operating lease liabilities | $ 2,396 | 2,504 | ||||
Operating leases not yet commenced | $ 43 | |||||
Weighted average remaining lease term | 21 years 4 months 24 days | 21 years 4 months 24 days | 9 years 2 months 12 days | |||
Weighted-average discount rate for operating leases | 5.70% | 5.70% | ||||
Minimum | ||||||
Lessee, Lease, Description [Line Items] | ||||||
Operating leases, not yet commenced, lease term | 2 years | 2 years | ||||
Maximum | ||||||
Lessee, Lease, Description [Line Items] | ||||||
Operating leases, not yet commenced, lease term | 9 years | 9 years | ||||
Circle Health | ||||||
Lessee, Lease, Description [Line Items] | ||||||
Acquisition, interests acquired | 60.00% | |||||
ROU assets from new operating leases in exchange for lease liability | $ 2,351 | |||||
Increase in operating lease liabilities | $ 2,351 | |||||
Weighted average remaining lease term | 28 years 10 months 24 days | 28 years 10 months 24 days |
Leases - ROU Assets and Liabili
Leases - ROU Assets and Liabilities (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Assets | ||
ROU assets (recorded within other long-term assets) | $ 3,637 | $ 1,311 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Other long-term assets | Other long-term assets |
Liabilities | ||
Short-term (recorded within accounts payable and accrued expenses) | $ 200 | $ 204 |
Long-term (recorded within other long-term liabilities) | 3,660 | 1,334 |
Total lease liabilities | $ 3,860 | $ 1,538 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Accounts payable and accrued expenses | Accounts payable and accrued expenses |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Other long-term liabilities | Other long-term liabilities |
Leases - Operating Lease Paymen
Leases - Operating Lease Payments Over Next Five Years (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Dec. 31, 2020 |
Leases [Abstract] | ||
2021 | $ 86 | |
2022 | 409 | |
2023 | 388 | |
2024 | 370 | |
2025 | 337 | |
2026 | 316 | |
Thereafter | 5,546 | |
Total lease payments | 7,452 | |
Less: imputed interest | (3,592) | |
Total lease liabilities | $ 3,860 | $ 1,538 |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Earnings attributable to Centene Corporation | ||||
Earnings attributable to Centene Corporation | $ 584 | $ 568 | $ 748 | $ 1,820 |
Shares used in computing per share amounts: | ||||
Weighted average number of common shares outstanding (in shares) | 583,244 | 579,510 | 582,636 | 567,586 |
Common stock equivalents (as determined by applying the treasury stock method) (in shares) | 7,458 | 8,461 | 7,518 | 8,146 |
Weighted average number of common shares and potential dilutive common shares outstanding (in shares) | 590,702 | 587,971 | 590,154 | 575,732 |
Net earnings per common share attributable to Centene Corporation: | ||||
Basic earnings per common share (in dollars per share) | $ 1 | $ 0.98 | $ 1.28 | $ 3.21 |
Diluted earnings per common share (in dollars per share) | $ 0.99 | $ 0.97 | $ 1.27 | $ 3.16 |
Anti-dilutive restricted stock and restricted stock units excluded from the calculation of diluted earnings (loss) per common share (in shares) | 111 | 64 | 57 | 75 |
Segment Information (Details)
Segment Information (Details) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($)segment | Sep. 30, 2020USD ($) | |
Segment Reporting [Abstract] | ||||
Number of operating segments | segment | 2 | |||
Segment Reporting Information [Line Items] | ||||
Total revenues | $ 32,406 | $ 29,090 | $ 93,414 | $ 82,827 |
Earnings from operations | 545 | 861 | 1,181 | 3,067 |
Eliminations | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | (3,210) | (2,700) | (9,221) | (7,953) |
Managed Care | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 30,889 | 28,016 | 89,082 | 79,577 |
Earnings from operations | 699 | 888 | 1,240 | 3,014 |
Managed Care | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 30,888 | 28,014 | 89,078 | 79,573 |
Managed Care | Eliminations | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 1 | 2 | 4 | 4 |
Specialty Services | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 4,727 | 3,774 | 13,553 | 11,203 |
Earnings from operations | (154) | (27) | (59) | 53 |
Specialty Services | Operating Segments | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 1,518 | 1,076 | 4,336 | 3,254 |
Specialty Services | Eliminations | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | $ 3,209 | $ 2,698 | $ 9,217 | $ 7,949 |
Contingencies (Details)
Contingencies (Details) - USD ($) $ in Millions | 1 Months Ended | |
Sep. 30, 2021 | Jun. 30, 2021 | |
Pending Litigation | ||
Loss Contingencies [Line Items] | ||
Reserve estimate | $ 1,250 | |
Ohio Department of Medicaid, et al. v. Centene Corporation | Settled Litigation | ||
Loss Contingencies [Line Items] | ||
Litigation settlement, amount awarded to other party | 88 | |
Mississippi Department of Medicaid, et al. v. Envolve | Settled Litigation | ||
Loss Contingencies [Line Items] | ||
Litigation settlement, amount awarded to other party | $ 55 | |
Arkansas Department of Medicaid, et al. v. Centene Corporation | Settled Litigation | ||
Loss Contingencies [Line Items] | ||
Litigation settlement, amount awarded to other party | $ 15 | |
Illinois Department of Medicaid, et al. v. Centene Corporation | Settled Litigation | ||
Loss Contingencies [Line Items] | ||
Litigation settlement, amount awarded to other party | $ 57 |