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Form 8-K Anthem, Inc. For: Apr 24

April 24, 2019 6:08 AM

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): April 24, 2019

 

 

ANTHEM, INC.

(Exact name of registrant as specified in its charter)

 

 

 

Indiana   001-16751   35-2145715

(State or other jurisdiction

of incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

220 Virginia Ave

Indianapolis, IN 46204

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (800) 331-1476

N/A

(Former name or former address, if changed since last report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):

 

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 


Item 2.02 Results of Operations and Financial Condition.

On April 24, 2019, Anthem, Inc. issued a press release reporting its financial results for its first quarter ended March 31, 2019. A copy of the press release is furnished as Exhibit 99.1 to this report and incorporated herein by reference.

None of the information furnished in Item 2.02 or Exhibit 99.1 hereto shall be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended. Unless expressly set forth by specific reference in such filings, none of the information furnished in this report shall be incorporated by reference in any filing under the Securities Act of 1933, as amended, whether made before or after the date hereof and regardless of any general incorporation language in such filings.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

The following exhibit is being furnished herewith:

 

Exhibit
No.

  

Exhibit

99.1    Press Release, dated April 24, 2019, reporting Anthem, Inc. financial results for its first quarter ended March 31, 2019.

FORWARD-LOOKING STATEMENTS

This document contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements reflect our views about future events and financial performance and are generally not historical facts. Words such as “expect,” “feel,” “believe,” “will,” “may,” “should,” “anticipate,” “intend,” “estimate,” “project,” “forecast,” “plan” and similar expressions are intended to identify forward-looking statements. These statements include, but are not limited to: financial projections and estimates and their underlying assumptions; statements regarding plans, objectives and expectations with respect to future operations, products and services; and statements regarding future performance. Such statements are subject to certain risks and uncertainties, many of which are difficult to predict and generally beyond our control, that could cause actual results to differ materially from those expressed in, or implied or projected by, the forward-looking statements. You are cautioned not to place undue reliance on these forward-looking statements that speak only as of the date hereof. You are also urged to carefully review and consider the various risks and other disclosures discussed in our reports filed with the U.S. Securities and Exchange Commission from time to time, which attempt to advise interested parties of the factors that affect our business. Except to the extent otherwise required by federal securities laws, we do not undertake any obligation to republish revised forward-looking statements to reflect events or circumstances after the date hereof. These risks and uncertainties include, but are not limited to: the impact of federal and state regulation, including ongoing changes in the Patient Protection and Affordable Care Act and the Health Care and Education Reconciliation Act of 2010, as amended, or collectively, the ACA, and the ultimate outcome of legal challenges to the ACA; trends in healthcare costs and utilization rates; our ability to contract with providers on cost-effective and competitive terms; our ability to secure sufficient premium rates, including regulatory approval for and implementation of such rates; competitive pressures and our ability to adapt to changes in the industry and develop and implement strategic growth opportunities; reduced enrollment; unauthorized disclosure of member or employee sensitive or confidential information, including the impact and outcome of any investigations, inquiries, claims and litigation related thereto; risks and uncertainties regarding Medicare and Medicaid programs, including those related to non-compliance with the complex regulations imposed thereon; our ability to maintain and achieve improvement in Centers for Medicare and Medicaid Services, or CMS, Star ratings and other quality scores and funding risks with respect to revenue received from participation therein; a negative change in our healthcare product mix; costs and other liabilities associated with litigation, government investigations, audits or reviews; the ultimate outcome of litigation between Cigna Corporation, or Cigna, and us related to the merger agreement between the parties, including our claim for damages against Cigna, Cigna’s claim for payment of a termination fee and other damages against us, and the potential for such litigation to cause us to incur substantial costs, materially distract management and negatively impact our reputation and financial condition; non-compliance by any party with the pharmacy benefit management services agreements between us and each of Express Scripts, Inc., or Express Scripts, and CaremarkPCS Health, L.L.C., or CVS Health, as well as any agreements governing the transition of pharmacy benefit management services provided to us from Express Scripts to CVS


Health, which could result in financial penalties, our inability to meet customer demands, and sanctions imposed by governmental entities, including CMS; medical malpractice or professional liability claims or other risks related to healthcare services and pharmacy benefit management services provided by our subsidiaries; possible restrictions in the payment of dividends from our subsidiaries and increases in required minimum levels of capital; our ability to repurchase shares of our common stock and pay dividends on our common stock due to the adequacy of our cash flow and earnings and other considerations; the potential negative effect from our substantial amount of outstanding indebtedness; a downgrade in our financial strength ratings; the effects of any negative publicity related to the health benefits industry in general or us in particular; failure to effectively maintain and modernize our information systems; events that may negatively affect our licenses with the Blue Cross and Blue Shield Association; large-scale medical emergencies, such as future public health epidemics and catastrophes; general risks associated with mergers, acquisitions, joint ventures and strategic alliances; possible impairment of the value of our intangible assets if future results do not adequately support goodwill and other intangible assets; changes in economic and market conditions, as well as regulations that may negatively affect our liquidity and investment portfolios; changes in U.S. tax laws; intense competition to attract and retain employees; and various laws and provisions in our governing documents that may prevent or discourage takeovers and business combinations.


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Dated: April 24, 2019

 

ANTHEM, INC.

By:   /s/ Kathleen S. Kiefer
Name:   Kathleen S. Kiefer
Title:   Corporate Secretary

Exhibit 99.1

PRESS RELEASE

 

LOGO

ANTHEM REPORTS FIRST QUARTER 2019 RESULTS,

RAISES FULL YEAR OUTLOOK

 

   

First quarter net income was $5.91 per share, including net negative adjustment items of $0.12 per share. Adjusted net income was $6.03* per share.

 

   

Operating revenue grew by 9.2% over the prior year quarter to $24.4 billion.

 

   

Medical enrollment increased by 905 thousand members sequentially to 40.8 million members.

 

   

Operating gain was $1.9 billion, an increase of 3.9% over the prior year quarter.

 

   

Second quarter 2019 dividend of $0.80 per share declared to shareholders.

Indianapolis, Ind. – April 24, 2019 – Anthem, Inc. (NYSE: ANTM) reported first quarter financial results that were driven by solid membership growth across all lines of business.

“Our first quarter 2019 results represent a strong start to the year. We reported significant growth in our risk-based membership and improved the penetration of our clinical and specialty services, demonstrating that our value proposition is resonating across our markets,” said Gail K. Boudreaux, President and CEO. “Looking ahead, the upcoming launch of IngenioRx is a key milestone in the realization of our vision and strategy. With IngenioRx, we finally have a strong integrated pharmacy and medical platform, one that is predicated on providing the lowest absolute cost of care, and we are well positioned for accelerated growth.”

 

*

Refer to the GAAP reconciliation tables on page 13.

 

 

1


CONSOLIDATED HIGHLIGHTS

Membership: Medical enrollment totaled approximately 40.8 million members at March 31, 2019, an increase of 1.2 million, or 2.9 percent, from March 31, 2018. Government Business enrollment increased by 877 thousand, predominantly driven by growth in Medicaid and Medicare. Commercial & Specialty Business enrollment increased by 279 thousand, driven by growth in all lines of business. Total fully insured enrollment grew by 943 thousand, or 6.5 percent, and fee-based membership grew by 213 thousand, or 0.8 percent.

Medical enrollment increased by 905 thousand sequentially during the first quarter of 2019, primarily driven by growth in fully insured membership across the businesses. Government Business enrollment grew by 511 thousand sequentially, driven by increases in Medicaid and Medicare. Commercial & Specialty Business enrollment increased by 394 thousand, attributable to increases in National and Individual.

Operating Revenue: Operating revenue was $24.4 billion in the first quarter of 2019, an increase of $2.0 billion, or 9.2 percent, versus $22.3 billion in the prior year quarter. The increase in operating revenue reflected membership growth across our businesses and premium rate increases to cover overall cost trends. The increase was partially offset by the one year waiver of the health insurance tax in 2019.

Benefit Expense Ratio: The benefit expense ratio was 84.4 percent in the first quarter of 2019, an increase of 290 basis points from 81.5 percent in the prior year quarter. The increase, as expected, was primarily driven by the one year waiver of the health insurance tax in 2019. The ratio also increased due to the non-recurrence of retroactive revenue adjustments in the Medicaid business that were received in 2018.

Medical claims reserves established at December 31, 2018 developed moderately better than the Company’s expectation during the first quarter of 2019.

Medical Cost Trend: For the full year 2019, the Company continues to expect underlying Local Group medical cost trend will be in the range of 6.0% +/- 50 basis points.

Days in Claims Payable: Days in Claims Payable was 38.5 days as of March 31, 2019, an increase of 2.3 days from 36.2 days as of December 31, 2018.

SG&A Expense Ratio: The SG&A expense ratio was 13.0 percent in the first quarter of 2019, a decrease of 230 basis points from 15.3 percent in the first quarter of 2018. The decrease, as expected, was primarily driven by the one year waiver of the health insurance tax in 2019, growth in operating revenue, and overall expense management.

Operating Cash Flow: Operating cash flow was $1.6 billion, or 1.1 times net income in the first quarter of 2019. For the first quarter of 2018, operating cash flow was $2.2 billion, or 1.7 times net income. The decrease was driven primarily by the timing of Medicare prepayments in 2018.

Share Repurchase Program: During the first quarter of 2019, the Company repurchased 1.1 million shares of its common stock for $294 million, or a weighted average price of $275.23. As of March 31, 2019, the Company had approximately $5.2 billion of Board-approved share repurchase authorization remaining.

Cash Dividend: During the first quarter of 2019, the Company paid a quarterly dividend of $0.80 per share, representing a distribution of cash totaling $206 million.

 

2


On April 23, 2019, the Audit Committee declared a second quarter 2019 dividend to shareholders of $0.80 per share. On an annualized basis, this equates to a dividend of $3.20 per share. The second quarter dividend is payable on June 25, 2019 to shareholders of record at the close of business on June 10, 2019.

Investment Portfolio & Capital Position: During the first quarter of 2019, the Company recorded net realized gains on financial instruments totaling $78 million and other-than-temporary impairment losses totaling $10 million. During the first quarter of 2018, the Company recorded net realized losses of $26 million and other-than-temporary impairment losses totaling $8 million.

As of March 31, 2019, the Company’s net unrealized gain position in the investment portfolio was $255 million, consisting of fixed maturity securities. As of March 31, 2019 cash and investments at the parent company totaled approximately $1.1 billion.

 

3


REPORTABLE SEGMENTS

Anthem, Inc. has three reportable segments: Commercial & Specialty Business (comprised of the Local Group, National Accounts, Individual and Specialty businesses); Government Business (comprised of the Medicaid and Medicare businesses, National Government Services, and the Federal Employee Program); and Other (comprised of certain eliminations and corporate expenses not allocated to either of our other reportable segments).

 

Anthem, Inc.

Reportable Segment Highlights

(Unaudited)

 
(In millions)    Three Months Ended March 31  
     2019     2018     Change  

Operating Revenue

      

Commercial & Specialty Business

   $ 9,392     $ 8,951       4.9

Government Business

     14,993       13,390       12.0

Other

     3       1       NM 2 
  

 

 

   

 

 

   

 

 

 

Total Operating Revenue1

   $ 24,388     $ 22,342       9.2

Operating Gain / (Loss)

      

Commercial & Specialty Business

   $ 1,587     $ 1,409       12.6

Government Business

     383       481       (20.4 )% 

Other

     (30     (22     NM 2 
  

 

 

   

 

 

   

 

 

 

Total Operating Gain1

   $ 1,940     $ 1,868       3.9

Operating Margin

      

Commercial & Specialty Business

     16.9     15.7     120   bp 

Government Business

     2.6     3.6     (100 ) bp 

Total Operating Margin1

     8.0     8.4     (40 ) bp 

 

(1)

See “Basis of Presentation” on page 6 herein.

(2)

“NM” = calculation not meaningful.

Commercial & Specialty Business: Operating gain in the Commercial & Specialty Business segment totaled $1,587 million in the first quarter of 2019, an increase of $178 million, or 12.6 percent, from $1,409 million in the first quarter of 2018. The increase is a result of improved medical cost performance in Local Group and higher administrative fee revenue in our self-funded businesses, driven by greater penetration of value-added services.

Government Business: Operating gain in the Government Business segment was $383 million in the first quarter of 2019, a decrease of $98 million, or 20.4 percent, from $481 million in the first quarter of 2018. The decrease is driven by the non-recurrence of retroactive revenue adjustments received in 2018 and continued elevated medical cost experience in Medicaid in select states, partially offset by certain reduced selling, general and administrative expenses.

Other: The Company reported an operating loss of $30 million in the Other segment for the first quarter of 2019, compared with an operating loss of $22 million in the prior year quarter.

 

4


OUTLOOK

Full Year 2019:

 

   

GAAP net income is now expected to be greater than $18.27 per share, including approximately $0.93 per share of net unfavorable items. Excluding these items, adjusted net income is now expected to be greater than $19.20* per share.

 

   

Medical membership is expected to be in the range of 40,900,000 - 41,300,000. Fully-insured membership is expected to be in the range of 15,500,000 - 15,700,000 and self-funded membership is expected to be in the range of 25,400,000 - 25,600,000.

 

   

Operating revenue is expected to be approximately $100.0 billion, including premium revenue of $90.5 billion - $92.5 billion.

 

   

Benefit expense ratio is expected to be in the range of 86.2% plus or minus 30 basis points.

 

   

Cost of products sold is expected to be $1.6 billion - $1.8 billion.

 

   

SG&A ratio is expected to be in the range of 13.5% plus or minus 30 basis points.

 

   

Operating cash flow is expected to be greater than $5.2 billion.

 

*

Refer to the GAAP reconciliation tables on page 13.

 

5


Basis of Presentation

 

1.

Operating revenue and operating gain are the key measures used by management to evaluate performance in each of its reporting segments, allocate resources, set incentive compensation targets and to forecast future operating performance. Operating gain is calculated as total operating revenue less benefit expense and selling, general and administrative expense. It does not include net investment income, net realized gains/losses on financial instruments, other-than-temporary impairment losses recognized in income, interest expense, amortization of other intangible assets, gains/losses on extinguishment of debt or income taxes, as these items are managed in a corporate shared service environment and are not the responsibility of operating segment management. Refer to page 13 for the GAAP reconciliation tables.

 

2.

Operating margin is defined as operating gain divided by operating revenue.

Conference Call and Webcast

Management will host a conference call and webcast today at 8:30 a.m. Eastern Daylight Time (“EDT”) to discuss the company’s first quarter results and outlook. The conference call should be accessed at least 15 minutes prior to the start of the call with the following numbers:

 

800-553-5260 (Domestic)

  

800-475-6701 (Domestic Replay)

612-332-0418 (International)

  

320-365-3844 (International Replay)

An access code is not required for today’s conference call. The access code for the replay is 432043. The replay will be available from 11:00 a.m. EDT today, until the end of the day on May 8, 2019. The call will also be available through a live webcast at www.antheminc.com under the “Investors” link. A webcast replay will be available following the call.

 

Anthem Contacts:

 

  
Investor Relations    Media
Chris Rigg    Jill Becher, 414-234-1573
[email protected]    [email protected]

 

6


About Anthem, Inc.

Anthem is a leading health benefits company dedicated to improving lives and communities, and making healthcare simpler. Through its affiliated companies, Anthem serves more than 78 million people, including over 40 million within its family of health plans. We aim to be the most innovative, valuable and inclusive partner. For more information, please visit www.antheminc.com or follow @AnthemInc on Twitter.

 

7


Anthem, Inc.

Membership Summary

(Unaudited and in Thousands)

 

                          Change from  

Medical Membership

   March 31,
2019
     March 31,
2018
     December 31,
2018
     March 31,
2018
    December 31,
2018
 

Customer Type

             

Local Group

     15,697        15,670        15,733        0.2     (0.2 )% 

Individual

     773        755        655        2.4     18.0

National:

             

National Accounts

     7,757        7,684        7,588        1.0     2.2

BlueCard®

     5,981        5,820        5,838        2.8     2.4
  

 

 

    

 

 

    

 

 

      

Total National

     13,738        13,504        13,426        1.7     2.3

Medicare:

             

Medicare Advantage

     1,144        916        1,006        24.9     13.7

Medicare Supplement

     867        823        846        5.3     2.5
  

 

 

    

 

 

    

 

 

      

Total Medicare

     2,011        1,739        1,852        15.6     8.6

Medicaid

     7,033        6,457        6,716        8.9     4.7

FEP®

     1,591        1,562        1,556        1.9     2.2
  

 

 

    

 

 

    

 

 

      

Total Medical Membership

     40,843        39,687        39,938        2.9     2.3
  

 

 

    

 

 

    

 

 

      

Funding Arrangement

             

Self-Funded

     25,495        25,282        25,287        0.8     0.8

Fully-Insured

     15,348        14,405        14,651        6.5     4.8
  

 

 

    

 

 

    

 

 

      

Total Medical Membership

     40,843        39,687        39,938        2.9     2.3
  

 

 

    

 

 

    

 

 

      

Reportable Segment

             

Commercial & Specialty Business

     30,208        29,929        29,814        0.9     1.3

Government Business

     10,635        9,758        10,124        9.0     5.0
  

 

 

    

 

 

    

 

 

      

Total Medical Membership

     40,843        39,687        39,938        2.9     2.3
  

 

 

    

 

 

    

 

 

      

Other Membership

             

Life and Disability Members

     4,849        4,641        4,795        4.5     1.1

Dental Members

     5,955        5,786        5,807        2.9     2.5

Dental Administration Members

     5,491        5,357        5,327        2.5     3.1

Vision Members

     7,169        6,781        6,946        5.7     3.2

Medicare Part D Standalone Members

     289        316        309        (8.5 )%      (6.5 )% 

 

8


Anthem, Inc.

Consolidated Statements of Income

(Unaudited)

 

(In millions, except per share data)    Three Months Ended
March 31
       
     2019     2018     Change  

Revenues

      

Premiums

   $ 22,843     $ 20,903       9.3

Administrative fees and other revenue

     1,545       1,439       7.4
  

 

 

   

 

 

   

Total operating revenue

     24,388       22,342       9.2

Net investment income

     210       229       (8.3 )% 

Net realized gains/(losses) on financial instruments

     78       (26     NM  

Other-than-temporary impairment losses on investments:

      

Total other-than-temporary impairment losses on investments

     (13     (8     62.5

Portion of other-than-temporary impairment losses recognized in other comprehensive income

     3       —         NM  
  

 

 

   

 

 

   

Other-than-temporary impairment losses recognized in income

     (10     (8     25.0
  

 

 

   

 

 

   

Total revenues

     24,666       22,537       9.4

Expenses

      

Benefit expense

     19,282       17,046       13.1

Selling, general and administrative expense

     3,166       3,428       (7.6 )% 

Interest expense

     187       184       1.6

Amortization of other intangible assets

     87       80       8.8

(Gain) Loss on extinguishment of debt

     (1     19       NM  
  

 

 

   

 

 

   

Total expenses

     22,721       20,757       9.5
  

 

 

   

 

 

   

Income before income tax expense

     1,945       1,780       9.3

Income tax expense

     394       468       (15.8 )% 
  

 

 

   

 

 

   

Net income

   $ 1,551     $ 1,312       18.2
  

 

 

   

 

 

   

Net income per diluted share

   $ 5.91     $ 4.99       18.4
  

 

 

   

 

 

   

Diluted shares

     262.3       262.8       (0.2 )% 

Benefit expense as a percentage of premiums

     84.4     81.5     290 bp 

Selling, general and administrative expense as a percentage of total operating revenue

     13.0     15.3     (230 )bp 

Income before income taxes as a percentage of total revenue

     7.9     7.9     bp 

 

(1)

“NM” = calculation not meaningful

 

9


Anthem, Inc.

Consolidated Balance Sheets

 

(In millions)    March 31,
2019
    December 31,
2018
 
     (Unaudited)        

Assets

    

Current assets:

    

Cash and cash equivalents

   $ 4,482     $ 3,934  

Fixed maturity securities, current

     17,795       16,692  

Equity securities, current

     1,211       1,493  

Other invested assets, current

     20       21  

Accrued investment income

     161       162  

Premium receivables

     5,049       4,465  

Self-funded receivables

     2,491       2,278  

Other receivables

     2,639       2,558  

Income taxes receivable

     —         10  

Securities lending collateral

     591       604  

Other current assets

     2,172       2,104  
  

 

 

   

 

 

 

Total current assets

     36,611       34,321  

Long-term investments:

    

Fixed maturity securities

     492       487  

Equity securities

     33       33  

Other invested assets

     3,710       3,726  

Property and equipment, net

     2,799       2,735  

Goodwill

     20,500       20,504  

Other intangible assets

     8,925       9,007  

Other noncurrent assets

     1,453       758  
  

 

 

   

 

 

 

Total assets

   $ 74,523     $ 71,571  
  

 

 

   

 

 

 

Liabilities and shareholders’ equity

    

Liabilities

    

Current liabilities:

    

Policy liabilities:

    

Medical claims payable

   $ 8,242     $ 7,454  

Reserves for future policy benefits

     78       75  

Other policyholder liabilities

     2,577       2,590  
  

 

 

   

 

 

 

Total policy liabilities

     10,897       10,119  

Unearned income

     998       902  

Accounts payable and accrued expenses

     3,951       4,959  

Income taxes payable

     105       —    

Security trades pending payable

     158       197  

Securities lending payable

     590       604  

Short-term borrowings

     1,095       1,145  

Current portion of long-term debt

     851       849  

Other current liabilities

     4,037       3,190  
  

 

 

   

 

 

 

Total current liabilities

     22,682       21,965  

Long-term debt, less current portion

     17,396       17,217  

Reserves for future policy benefits, noncurrent

     719       706  

Deferred tax liabilities, net

     2,116       1,960  

Other noncurrent liabilities

     1,612       1,182  
  

 

 

   

 

 

 

Total liabilities

     44,525       43,030  
  

 

 

   

 

 

 

Shareholders’ equity

    

Common stock

     3       3  

Additional paid-in capital

     9,482       9,536  

Retained earnings

     21,136       19,988  

Accumulated other comprehensive loss

     (623     (986
  

 

 

   

 

 

 

Total shareholders’ equity

     29,998       28,541  
  

 

 

   

 

 

 

Total liabilities and shareholders’ equity

   $ 74,523     $ 71,571  
  

 

 

   

 

 

 

 

10


Anthem, Inc.

Consolidated Statements of Cash Flows

(Unaudited)

 

(In millions)    Three Months Ended March 31  
     2019     2018  

Operating activities

    

Net income

   $ 1,551     $ 1,312  

Adjustments to reconcile net income to net cash provided by operating activities:

    

Net realized (gains)/losses on financial instruments

     (78     26  

Other-than-temporary impairment losses recognized in income

     10       8  

(Gain) Loss on extinguishment of debt

     (1     19  

Deferred income taxes

     55       (51

Amortization, net of accretion

     255       240  

Depreciation expense

     34       30  

Share-based compensation

     70       42  

Changes in operating assets and liabilities:

    

Receivables, net

     (753     37  

Other invested assets

     (21     (7

Other assets

     (125     (392

Policy liabilities

     791       (561

Unearned income

     96       1,182  

Accounts payable and accrued expenses

     (1,029     (300

Other liabilities

     675       147  

Income taxes

     115       537  

Other, net

     (15     (54
  

 

 

   

 

 

 

Net cash provided by operating activities

     1,630       2,215  

Investing activities

    

Purchases of fixed maturity securities

     (2,300     (2,236

Proceeds from sales and maturities of fixed maturity securities

     1,468       2,227  

Purchases of equity securities

     (3,691     (566

Proceeds from sales of equity securities

     4,048       1,776  

Purchases of other invested assets

     (78     (72

Proceeds from sales of other invested assets

     113       23  

Changes in securities lending collateral

     14       (158

Purchases of subsidiaries, net of cash acquired

     —         (1,346

Net purchases of property and equipment

     (234     (218

Other, net

     8       4  
  

 

 

   

 

 

 

Net cash used in investing activities

     (652     (566

Financing activities

    

Net proceeds from/(repayments of) commercial paper borrowings

     178       (108

Net proceeds from/(repayments of) short-term borrowings

     (50     (150

Net proceeds from/(repayments of) long-term borrowings

     (61     173  

Changes in securities lending payable

     (14     158  

Changes in bank overdrafts

     20       (124

Repurchase and retirement of common stock

     (294     (395

Change in collateral and settlements of debt-related derivatives

     —         24  

Cash dividends

     (206     (192

Proceeds from issuance of common stock under employee stock plans

     76       60  

Taxes paid through withholding of common stock under employee stock plans

     (78     (73
  

 

 

   

 

 

 

Net cash used in financing activities

     (429     (627

Effect of foreign exchange rates on cash and cash equivalents

     (1     —    
  

 

 

   

 

 

 

Change in cash and cash equivalents

     548       1,022  

Cash and cash equivalents at beginning of year

     3,934       3,609  
  

 

 

   

 

 

 

Cash and cash equivalents at end of period

   $ 4,482     $ 4,631  
  

 

 

   

 

 

 

 

11


Anthem, Inc.

Reconciliation of Medical Claims Payable

 

     Three Months Ended
March 31
    Years Ended
December 31
 
(In millions)    2019     2018     2018     2017     2016  
   (Unaudited)     (Unaudited)                    

Gross medical claims payable, beginning of period

   $ 7,266     $ 7,814     $ 7,814     $ 7,656     $ 7,360  

Ceded medical claims payable, beginning of period

     (34     (105     (105     (539     (646
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net medical claims payable, beginning of period

     7,232       7,709       7,709       7,117       6,714  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Business combinations and purchase adjustments

     —         199       199       76       —    

Net incurred medical claims:

          

Current year

     18,794       16,837       69,581       70,377       64,868  

Prior years redundancies(1)

     (455     (633     (930     (1,133     (835
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total net incurred medical claims

     18,339       16,204       68,651       69,244       64,033  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net payments attributable to:

          

Current year medical claims

     12,163       11,204       62,748       62,923       57,879  

Prior years medical claims

     5,414       5,489       6,579       5,805       5,751  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total net payments

     17,577       16,693       69,327       68,728       63,630  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Net medical claims payable, end of period

     7,994       7,419       7,232       7,709       7,117  

Ceded medical claims payable, end of period

     34       34       34       105       539  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Gross medical claims payable, end of period

   $ 8,028     $ 7,453     $ 7,266     $ 7,814     $ 7,656  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Current year medical claims paid as a percentage of current year net incurred medical claims

     64.7     66.5     90.2     89.4     89.2

Prior year redundancies in the current year as a percentage of prior year net medical claims payable less prior year redundancies in the current year

     6.7     8.9     13.7     18.9     14.2

Prior year redundancies in the current year as a percentage of prior year net incurred medical claims

     0.7     0.9     1.3     1.8     1.4

 

(1) 

Negative amounts reported for net incurred medical claims related to prior years result from claims being settled for amounts less than originally estimated.

 

12


Anthem, Inc.

GAAP Reconciliation

(Unaudited)

Anthem, Inc. has referenced “Adjusted Net Income” and “Adjusted Net Income Per Share,” which are non-GAAP measures, in this document. These non-GAAP measures are not intended to be alternatives to any measure calculated in accordance with GAAP. In addition to these non-GAAP measures, references are made to the measures “Operating Revenue” and “Operating Gain.” Each of these measures is provided to further aid investors in understanding and analyzing the company’s core operating results and comparing Anthem, Inc.’s financial results. A reconciliation of Operating Revenue to Total Revenue is set forth in the Consolidated Statements of Income herein. A reconciliation of the non-GAAP measures to the most directly comparable measures calculated in accordance with GAAP, together with a reconciliation of reportable segments operating gain to income before income tax expense, is reported below. Prior amounts may be rounded differently to conform to current presentation.

 

     Three Months Ended
March 31
        
(In millions, except per share data)    2019      2018      Change  

Net income

   $ 1,551      $ 1,312        18.2

Add / (Subtract):

        

Net realized (gains)/losses on financial instruments

     (78      26     

Amortization of other intangible assets

     87        80     

Other-than-temporary impairment losses recognized in income

     10        8     

(Gain)/Loss on extinguishment of debt

     (1      19     

Litigation expenses for CI and ESI

     26        —       

Transaction related costs

     —          9     

Tax impact of non-GAAP adjustments

     (14      (34   
  

 

 

    

 

 

    

Net adjustment items

     30        108     
  

 

 

    

 

 

    

Adjusted net income

   $ 1,581      $ 1,420        11.3
  

 

 

    

 

 

    

Net income per diluted share

   $ 5.91      $ 4.99        18.4

Add / (Subtract):

        

Net realized (gains)/losses on financial instruments

     (0.30      0.10     

Amortization of other intangible assets

     0.33        0.30     

Other-than-temporary impairment losses recognized in income

     0.04        0.03     

(Gain)/Loss on extinguishment of debt

     —          0.07     

Litigation expenses for CI and ESI

     0.10        —       

Transaction related costs

     —          0.03     

Tax impact of non-GAAP adjustments

     (0.05      (0.13   

Rounding Impact

     —          0.02     
  

 

 

    

 

 

    

Net adjustment items

     0.12        0.42     
  

 

 

    

 

 

    

Adjusted net income per diluted share

   $ 6.03      $ 5.41        11.5
  

 

 

    

 

 

    

 

     Full Year 2019 Outlook  

Net income per diluted share

     Greater than $18.27  

Add / (Subtract):

  

Net realized gains on financial instruments

     (0.30

Other-than-temporary impairment losses recognized in income

     0.04  

Litigation expenses for CI and ESI

     0.10  

Amortization of other intangible assets

     Approximately $1.37  

Tax impact of non-GAAP adjustments

     Approximately ($0.28
  

 

 

 

Net adjustment items

     Approximately $0.93  
  

 

 

 

Adjusted net income per diluted share

     Greater than $19.20  
  

 

 

 

 

     Three Months Ended
March 31
        
(In millions)    2019      2018      Change  

Reportable segments operating gain

   $ 1,940      $ 1,868        3.9

Net investment income

     210        229     

Net realized gains/(losses) on financial instruments

     78        (26   

Other-than-temporary impairment losses recognized in income

     (10      (8   

Interest expense

     (187      (184   

Amortization of other intangible assets

     (87      (80   

Gain/(Loss) on extinguishment of debt

     1        (19   
  

 

 

    

 

 

    

Income before income tax expense

   $ 1,945      $ 1,780        9.3
  

 

 

    

 

 

    

 

13


Forward-Looking Statements

This document contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements reflect our views about future events and financial performance and are generally not historical facts. Words such as “expect,” “feel,” “believe,” “will,” “may,” “should,” “anticipate,” “intend,” “estimate,” “project,” “forecast,” “plan” and similar expressions are intended to identify forward-looking statements. These statements include, but are not limited to: financial projections and estimates and their underlying assumptions; statements regarding plans, objectives and expectations with respect to future operations, products and services; and statements regarding future performance. Such statements are subject to certain risks and uncertainties, many of which are difficult to predict and generally beyond our control, that could cause actual results to differ materially from those expressed in, or implied or projected by, the forward-looking statements. You are cautioned not to place undue reliance on these forward-looking statements that speak only as of the date hereof. You are also urged to carefully review and consider the various risks and other disclosures discussed in our reports filed with the U.S. Securities and Exchange Commission from time to time, which attempt to advise interested parties of the factors that affect our business. Except to the extent otherwise required by federal securities laws, we do not undertake any obligation to republish revised forward-looking statements to reflect events or circumstances after the date hereof. These risks and uncertainties include, but are not limited to: the impact of federal and state regulation, including ongoing changes in the Patient Protection and Affordable Care Act and the Health Care and Education Reconciliation Act of 2010, as amended, or collectively, the ACA, and the ultimate outcome of legal challenges to the ACA; trends in healthcare costs and utilization rates; our ability to contract with providers on cost-effective and competitive terms; our ability to secure sufficient premium rates, including regulatory approval for and implementation of such rates; competitive pressures and our ability to adapt to changes in the industry and develop and implement strategic growth opportunities; reduced enrollment; unauthorized disclosure of member or employee sensitive or confidential information, including the impact and outcome of any investigations, inquiries, claims and litigation related thereto; risks and uncertainties regarding Medicare and Medicaid programs, including those related to non-compliance with the complex regulations imposed thereon; our ability to maintain and achieve improvement in Centers for Medicare and Medicaid Services, or CMS, Star ratings and other quality scores and funding risks with respect to revenue received from participation therein; a negative change in our healthcare product mix; costs and other liabilities associated with litigation, government investigations, audits or reviews; the ultimate outcome of litigation between Cigna Corporation, or Cigna, and us related to the merger agreement between the parties, including our claim for damages against Cigna, Cigna’s claim for payment of a termination fee and other damages against us, and the potential for such litigation to cause us to incur substantial costs, materially distract management and negatively impact our reputation and financial condition; non-compliance by any party with the pharmacy benefit management services agreements between us and each of Express Scripts, Inc., or Express Scripts, and CaremarkPCS Health, L.L.C., or CVS Health, as well as any agreements governing the transition of pharmacy benefit management services provided to us from Express Scripts to CVS Health, which could result in financial penalties, our inability to meet customer demands, and sanctions imposed by governmental entities, including CMS; medical malpractice or professional liability claims or other risks related to healthcare services and pharmacy benefit management services provided by our subsidiaries; possible restrictions in the payment of dividends from our subsidiaries and increases in required minimum levels of capital; our ability to repurchase shares of our common stock and pay dividends on our common stock due to the adequacy of our cash flow and earnings and other considerations; the potential negative effect from our substantial amount of outstanding indebtedness; a downgrade in our financial strength ratings; the effects of any negative publicity related to the health benefits industry in general or us in particular; failure to effectively maintain and modernize our information systems; events that may negatively affect our licenses with the Blue Cross and Blue Shield Association; large-scale medical emergencies, such as future public health epidemics and catastrophes; general risks associated with mergers, acquisitions, joint ventures and strategic alliances; possible impairment of the value of our intangible assets if future results do not adequately support goodwill and other intangible assets; changes in economic and market conditions, as well as regulations that may negatively affect our liquidity and investment portfolios; changes in U.S. tax laws; intense competition to attract and retain employees; and various laws and provisions in our governing documents that may prevent or discourage takeovers and business combinations.

 

14

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