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Issuer:
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Centene Corporation
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Distribution:
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SEC Registered Offering
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Security Description:
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2.450% Senior Notes due 2028
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Aggregate Principal Amount:
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$1,800,000,000
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Gross Proceeds:
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$1,800,000,000
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Maturity:
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July 15, 2028
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Coupon:
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2.450%
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Yield to Maturity:
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2.450%
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Offering Price:
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100.000% of principal amount
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Interest Payment Dates:
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January 15 and July 15, commencing January 15, 2022
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Record Dates:
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January 1 and July 1
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Optional Redemption:
Make-Whole Call:
Par Call:
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Prior to May 15, 2028 (2 months prior to the maturity date), at greater of par and make-whole at discount rate equal to the Treasury Rate plus 50 basis points, plus accrued and unpaid interest
On or after May 15, 2028 (2 months prior to the maturity date), at par, plus accrued and unpaid interest
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Change of Control:
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Putable at 101% of aggregate principal amount plus accrued and unpaid interest
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Trade Date:
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June 24, 2021
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Expected Settlement Date:*
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(T+5); July 1, 2021
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Use of Proceeds:
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The Issuer intends to use the net proceeds of the offering of the notes to finance a portion of the cash consideration payable in connection with the Issuer’s previously announced acquisition of Magellan Health Inc. (the “Magellan
Acquisition”) and to pay related fees and expenses. The closing of the offering is not conditioned on the closing of the Magellan Acquisition. If the Magellan Acquisition is not completed, the Issuer expects to use the net proceeds of the
offering for debt repayment and general corporate purposes.
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CUSIP / ISIN:
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15135BAY7 / US15135BAY74
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Issue Ratings (Moody’s/S&P/Fitch):**
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Ba1 / BBB- / BB+
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Denominations/ Multiple:
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Denominations of $2,000 and integral multiples of $1,000 in excess thereof
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Joint Active Bookrunning Managers:
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J.P. Morgan Securities LLC
Barclays Capital Inc
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BofA Securities, Inc.
Truist Securities, Inc
Wells Fargo Securities, LLC
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Co-Managers:
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Fifth Third Securities, Inc
U.S. Bancorp Investments, Inc.
MUFG Securities Americas Inc.
Regions Securities LLC
PNC Capital Markets LLC
Allen & Company LLC
BMO Capital Markets Corp.
Stifel, Nicolaus & Company, Incorporated
CIBC World Markets Corp.
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