Over the slow July 4th holiday weeks, Bright Health perhaps staved off the inevitable. Maybe. Molina Healthcare agreed to pick up all of Bright Health’s California Medicare Advantage plans, Brand New Day and Central Health Plan. The deal: purchase 100% of the issued and outstanding capital stock of the two plans. Molina’s valuation is $510 million plus a $90 million tax benefit. It is contingent on the usual government approvals, of course–and Bright Health surviving into Q1 2024 for the closing.
For Bright, of the $600 million, approximately $500 million will eventually go to JP Morgan to pay off their outstanding and overdue credit facility with the remaining proceeds to be used towards liabilities from its discontinued ACA (Affordable Care Act-individual plan) insurance business. Bright also announced a waiver extension and amendment to its credit facility.
There is no mention of a bridge loan from Molina or any other lender. As Ari Gottlieb of A2 Strategy pointed out in the Fierce Healthcare article, Bright Health must absorb any and all losses from the California plans, their operations, and survive into Q1 2024 for the deal to execute. Given their current situation, that is still a mountain for Bright to climb. According to Bright’s release, they do not intend to comment or disclose further developments until the transaction is closed.
As of today, the Bright plans cover 125,000 members in 23 California counties. They include Medicare Advantage prescription drug plans (PDP), dual eligible special needs plans (D-SNP), and chronic conditions special needs plans (C-SNP). There is a 60% overlap with Molina’s Medicaid footprint in California.
Molina using ‘on hand’ funds, and the deal depends on Bright Health staying solvent into 2024. In Molina’s release, they stated that “Molina intends to fund the purchase with available funds including cash on hand. The transaction is subject to federal and state regulatory approvals, the solvency and continued operation as a going concern of Bright Health Group throughout the pre-closing period, and other closing conditions. It is expected to close in the first quarter of 2024.” Molina is atypical–it is the largest ‘pure’ health plan group serving over 5 million members. Unlike UHG, CVS Health, and Cigna, it long ago shed healthcare-related service businesses to concentrate on plans and plans only. The deal adds about $1 to their $5.50 share price.
What’s left at Bright Health Group is NeueHealth, also called their Consumer Care Delivery business. That will now be part of a provider agreement with Molina to serve Medicaid and ACA Marketplace populations in Florida and Texas starting in 2024. Bright Health stopped nearly all plans at the end of 2022 and will cease coverage of members in their Texas ACA plans at the end of July. Healthcare Finance, Becker’s More on Bright Health’s health status here
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