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Item 1. FINANCIAL STATEMENTS

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Item 1. FINANCIAL STATEMENTS

UnitedHealth Group

Condensed Consolidated Balance Sheets

(Unaudited)

(in millions, except per share data)March 31, 2022December 31, 2021
Assets
Current assets:
Cash and cash equivalents$25,482$21,375
Short-term investments2,9142,532
Accounts receivable, net18,87114,216
Other current receivables, net11,99413,866
Assets under management4,1554,449
Prepaid expenses and other current assets5,6135,320
Total current assets69,02961,758
Long-term investments42,35343,114
Property, equipment and capitalized software, net9,1838,969
Goodwill77,54875,795
Other intangible assets, net9,91810,044
Other assets13,20712,526
Total assets$221,238$212,206
Liabilities, redeemable noncontrolling interests and equity
Current liabilities:
Medical costs payable$28,676$24,483
Accounts payable and accrued liabilities25,05824,643
Short-term borrowings and current maturities of long-term debt6,6973,620
Unearned revenues2,6752,571
Other current liabilities25,06422,975
Total current liabilities88,17078,292
Long-term debt, less current maturities40,79642,383
Deferred income taxes2,9543,265
Other liabilities11,67111,787
Total liabilities143,591135,727
Commitments and contingencies (Note 5)
Redeemable noncontrolling interests1,5191,434
Equity:
Preferred stock, $0.001 par value - 10 shares authorized; no shares issued or outstanding——
Common stock, $0.01 par value - 3,000 shares authorized; 939 and 941 issued and outstanding1010
Retained earnings78,78277,134
Accumulated other comprehensive loss(6,026)(5,384)
Nonredeemable noncontrolling interests3,3623,285
Total equity76,12875,045
Total liabilities, redeemable noncontrolling interests and equity$221,238$212,206

See Notes to the Condensed Consolidated Financial Statements

UnitedHealth Group

Condensed Consolidated Statements of Operations

(Unaudited)

Three Months Ended March 31,
(in millions, except per share data)20222021
Revenues:
Premiums$64,070$55,486
Products9,3408,340
Services6,3725,918
Investment and other income367452
Total revenues80,14970,196
Operating costs:
Medical costs52,52344,904
Operating costs11,40110,223
Cost of products sold8,4877,572
Depreciation and amortization788758
Total operating costs73,19963,457
Earnings from operations6,9506,739
Interest expense(433)(397)
Earnings before income taxes6,5176,342
Provision for income taxes(1,369)(1,364)
Net earnings5,1484,978
Earnings attributable to noncontrolling interests(121)(116)
Net earnings attributable to UnitedHealth Group common shareholders$5,027$4,862
Earnings per share attributable to UnitedHealth Group common shareholders:
Basic$5.34$5.14
Diluted$5.27$5.08
Basic weighted-average number of common shares outstanding941945
Dilutive effect of common share equivalents1312
Diluted weighted-average number of common shares outstanding954957
Anti-dilutive shares excluded from the calculation of dilutive effect of common share equivalents23

See Notes to the Condensed Consolidated Financial Statements

UnitedHealth Group

Condensed Consolidated Statements of Comprehensive Income

(Unaudited)

Three Months Ended March 31,
(in millions)20222021
Net earnings$5,148$4,978
Other comprehensive loss:
Gross unrealized losses on investment securities during the period(2,023)(764)
Income tax effect465174
Total unrealized losses, net of tax(1,558)(590)
Gross reclassification adjustment for net realized gains included in net earnings(3)(7)
Income tax effect12
Total reclassification adjustment, net of tax(2)(5)
Total foreign currency translation gains (losses)918(417)
Other comprehensive loss(642)(1,012)
Comprehensive income4,5063,966
Comprehensive income attributable to noncontrolling interests(121)(116)
Comprehensive income attributable to UnitedHealth Group common shareholders$4,385$3,850

See Notes to the Condensed Consolidated Financial Statements

UnitedHealth Group

Condensed Consolidated Statements of Changes in Equity

(Unaudited)

Common StockAdditional Paid-In CapitalRetained EarningsAccumulated Other Comprehensive Income (Loss)Nonredeemable Noncontrolling InterestsTotal Equity
Three months ended March 31, (in millions)SharesAmountNet Unrealized Gains (losses) on InvestmentsForeign Currency Translation (Losses) Gains
Balance at January 1, 2022941$10$—$77,134$423$(5,807)$3,285$75,045
Net earnings5,027885,115
Other comprehensive (loss) income(1,560)918(642)
Issuances of common stock, and related tax effects3—333333
Share-based compensation282282
Common share repurchases(5)—(484)(2,016)(2,500)
Cash dividends paid on common shares ($1.45 per share)(1,363)(1,363)
Redeemable noncontrolling interests fair value and other adjustments(131)(131)
Acquisition and other adjustments of nonredeemable noncontrolling interests9191
Distribution to nonredeemable noncontrolling interests(102)(102)
Balance at March 31, 2022939$10$—$78,782$(1,137)$(4,889)$3,362$76,128
Balance at January 1, 2021946$10$—$69,295$1,336$(5,150)$2,837$68,328
Net earnings4,862804,942
Other comprehensive loss(595)(417)(1,012)
Issuances of common stock, and related tax effects3—256256
Share-based compensation242242
Common share repurchases(5)——(1,650)(1,650)
Cash dividends paid on common shares ($1.25 per share)(1,181)(1,181)
Redeemable noncontrolling interests fair value and other adjustments(498)(106)(604)
Acquisition and other adjustments of nonredeemable noncontrolling interests6666
Distribution to nonredeemable noncontrolling interests(74)(74)
Balance at March 31, 2021944$10$—$71,220$741$(5,567)$2,909$69,313

See Notes to the Condensed Consolidated Financial Statements

UnitedHealth Group

Condensed Consolidated Statements of Cash Flows

(Unaudited)

Three Months Ended March 31,
(in millions)20222021
Operating activities
Net earnings$5,148$4,978
Noncash items:
Depreciation and amortization788758
Deferred income taxes161341
Share-based compensation299256
Other, net17(55)
Net change in other operating items, net of effects from acquisitions and changes in AARP balances:
Accounts receivable(4,521)(2,895)
Other assets(1,089)(955)
Medical costs payable3,8492,968
Accounts payable and other liabilities589870
Unearned revenues78(261)
Cash flows from operating activities5,3196,005
Investing activities
Purchases of investments(4,982)(4,612)
Sales of investments1,591643
Maturities of investments1,7592,255
Cash paid for acquisitions, net of cash assumed(1,231)(1,193)
Purchases of property, equipment and capitalized software(555)(568)
Other, net(255)(232)
Cash flows used for investing activities(3,673)(3,707)
Financing activities
Common share repurchases(2,500)(1,650)
Cash dividends paid(1,363)(1,181)
Proceeds from common stock issuances551436
Repayments of long-term debt(1,100)(1,150)
Proceeds from short-term borrowings, net3,1484,057
Customer funds administered5,1202,131
Other, net(1,552)(1,856)
Cash flows from financing activities2,304787
Effect of exchange rate changes on cash and cash equivalents157(51)
Increase in cash and cash equivalents4,1073,034
Cash and cash equivalents, beginning of period21,37516,921
Cash and cash equivalents, end of period$25,482$19,955

See Notes to the Condensed Consolidated Financial Statements

UnitedHealth Group

Notes to the Condensed Consolidated Financial Statements

(Unaudited)

1. Basis of Presentation

UnitedHealth Group Incorporated (individually and together with its subsidiaries, “UnitedHealth Group” and the “Company”) is a health care and well-being company with a mission to help people live healthier lives and help make the health system work better for everyone. Our two distinct, yet complementary business platforms — Optum and UnitedHealthcare — are working to help build a modern, high-performing health system through improved access, affordability, outcomes and experiences for the individuals and organizations the Company is privileged to serve.

The Company has prepared the Condensed Consolidated Financial Statements according to U.S. Generally Accepted Accounting Principles (GAAP) and has included the accounts of UnitedHealth Group and its subsidiaries. The year-end condensed consolidated balance sheet was derived from audited financial statements, but does not include all disclosures required by GAAP. In accordance with the rules and regulations of the U.S. Securities and Exchange Commission (SEC), the Company has omitted certain footnote disclosures that would substantially duplicate the disclosures contained in its annual audited Consolidated Financial Statements. Therefore, these Condensed Consolidated Financial Statements should be read together with the Consolidated Financial Statements and the Notes included in Part II, Item 8, “Financial Statements and Supplementary Data” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021 as filed with the SEC (2021 10-K). The accompanying Condensed Consolidated Financial Statements include all normal recurring adjustments necessary to present the interim financial statements fairly.

Use of Estimates

These Condensed Consolidated Financial Statements include certain amounts based on the Company’s best estimates and judgments. The Company’s most significant estimates relate to estimates and judgments for medical costs payable and goodwill. Certain of these estimates require the application of complex assumptions and judgments, often because they involve matters that are inherently uncertain and will likely change in subsequent periods. The impact of any change in estimates is included in earnings in the period in which the estimate is adjusted.

2. Investments

A summary of debt securities by major security type is as follows:

(in millions)Amortized CostGross Unrealized GainsGross Unrealized LossesFair Value
March 31, 2022
Debt securities - available-for-sale:
U.S. government and agency obligations$3,507$4$(140)$3,371
State and municipal obligations7,02257(224)6,855
Corporate obligations21,66955(811)20,913
U.S. agency mortgage-backed securities6,2107(316)5,901
Non-U.S. agency mortgage-backed securities2,9132(112)2,803
Total debt securities - available-for-sale41,321125(1,603)39,843
Debt securities - held-to-maturity:
U.S. government and agency obligations5101(9)502
State and municipal obligations29——29
Corporate obligations87——87
Total debt securities - held-to-maturity6261(9)618
Total debt securities$41,947$126$(1,612)$40,461
December 31, 2021
Debt securities - available-for-sale:
U.S. government and agency obligations$3,206$23$(31)$3,198
State and municipal obligations6,829297(20)7,106
Corporate obligations20,947372(145)21,174
U.S. agency mortgage-backed securities5,86888(55)5,901
Non-U.S. agency mortgage-backed securities2,81942(23)2,838
Total debt securities - available-for-sale39,669822(274)40,217
Debt securities - held-to-maturity:
U.S. government and agency obligations5112(2)511
State and municipal obligations302—32
Corporate obligations100——100
Total debt securities - held-to-maturity6414(2)643
Total debt securities$40,310$826$(276)$40,860

The Company held $3.5 billion of equity securities as of both March 31, 2022 and December 31, 2021. The Company’s investments in equity securities primarily consist of employee savings plan related investments, other venture investments and shares of Brazilian real denominated fixed-income funds with readily determinable fair values. Additionally, the Company’s investments included $1.3 billion of equity method investments in operating businesses in the health care sector, as of both March 31, 2022 and December 31, 2021. The allowance for credit losses on held-to-maturity securities at March 31, 2022 and December 31, 2021 was not material.

The amortized cost and fair value of debt securities as of March 31, 2022, by contractual maturity, were as follows:

Available-for-SaleHeld-to-Maturity
(in millions)Amortized CostFair ValueAmortized CostFair Value
Due in one year or less$2,987$2,986$217$217
Due after one year through five years12,90012,608355347
Due after five years through ten years12,05511,4612929
Due after ten years4,2564,0842525
U.S. agency mortgage-backed securities6,2105,901——
Non-U.S. agency mortgage-backed securities2,9132,803——
Total debt securities$41,321$39,843$626$618

The fair value of available-for-sale debt securities with gross unrealized losses by major security type and length of time that individual securities have been in a continuous unrealized loss position were as follows:

Less Than 12 Months12 Months or GreaterTotal
(in millions)Fair ValueGross Unrealized LossesFair ValueGross Unrealized LossesFair ValueGross Unrealized Losses
March 31, 2022
Debt securities - available-for-sale:
U.S. government and agency obligations$2,485$(96)$451$(44)$2,936$(140)
State and municipal obligations3,568(204)218(20)3,786(224)
Corporate obligations14,237(603)2,049(208)16,286(811)
U.S. agency mortgage-backed securities4,192(201)1,225(115)5,417(316)
Non-U.S. agency mortgage-backed securities2,097(78)348(34)2,445(112)
Total debt securities - available-for-sale$26,579$(1,182)$4,291$(421)$30,870$(1,603)
December 31, 2021
Debt securities - available-for-sale:
U.S. government and agency obligations$1,976$(18)$249$(13)$2,225$(31)
State and municipal obligations1,386(19)31(1)$1,417$(20)
Corporate obligations9,357(130)376(15)$9,733$(145)
U.S. agency mortgage-backed securities3,078(52)116(3)$3,194$(55)
Non-U.S. agency mortgage-backed securities1,321(18)114(5)$1,435$(23)
Total debt securities - available-for-sale$17,118$(237)$886$(37)$18,004$(274)

The Company’s unrealized losses from debt securities as of March 31, 2022 were generated from approximately 27,000 positions out of a total of 39,000 positions. The Company believes that it will collect the timely principal and interest due on its debt securities that have an amortized cost in excess of fair value. The unrealized losses were caused by interest rate increases and not by unfavorable changes in the credit quality associated with these securities that impacted the Company’s assessment on collectability of principal and interest. At each reporting period, the Company evaluates available-for-sale debt securities for any credit-related impairment when the fair value of the investment is less than its amortized cost. The Company evaluated the expected cash flows, the underlying credit quality and credit ratings of the issuers, noting no significant credit deterioration since purchase. As of March 31, 2022, the Company did not have the intent to sell any of the available-for-sale debt securities in an unrealized loss position. Therefore, the Company believes these losses to be temporary. The allowance for credit losses on available-for-sale debt securities at March 31, 2022 and December 31, 2021 was not material.

3. Fair Value

Certain assets and liabilities are measured at fair value in the Condensed Consolidated Financial Statements or have fair values disclosed in the Notes to the Condensed Consolidated Financial Statements. These assets and liabilities are classified into one of three levels of a hierarchy defined by GAAP.

For a description of the methods and assumptions that are used to estimate the fair value and determine the fair value hierarchy classification of each class of financial instrument, see Note 4 of Notes to the Consolidated Financial Statements in Part II, Item 8, “Financial Statements and Supplementary Data” in the 2021 10-K.

The following table presents a summary of fair value measurements by level and carrying values for items measured at fair value on a recurring basis in the Condensed Consolidated Balance Sheets:

(in millions)Quoted Prices in Active Markets (Level 1)Other Observable Inputs (Level 2)Unobservable Inputs (Level 3)Total Fair and Carrying Value
March 31, 2022
Cash and cash equivalents$25,382$100$—$25,482
Debt securities - available-for-sale:
U.S. government and agency obligations3,214157—3,371
State and municipal obligations—6,855—6,855
Corporate obligations3620,67020720,913
U.S. agency mortgage-backed securities—5,901—5,901
Non-U.S. agency mortgage-backed securities—2,803—2,803
Total debt securities - available-for-sale3,25036,38620739,843
Equity securities2,03620682,124
Assets under management1,7272,333954,155
Total assets at fair value$32,395$38,839$370$71,604
Percentage of total assets at fair value45%54%1%100%
December 31, 2021
Cash and cash equivalents$21,359$16$—$21,375
Debt securities - available-for-sale:
U.S. government and agency obligations3,017181—3,198
State and municipal obligations—7,106—7,106
Corporate obligations4020,91621821,174
U.S. agency mortgage-backed securities—5,901—5,901
Non-U.S. agency mortgage-backed securities—2,838—2,838
Total debt securities - available-for-sale3,05736,94221840,217
Equity securities2,09023642,177
Assets under management1,9722,3761014,449
Total assets at fair value$28,478$39,357$383$68,218
Percentage of total assets at fair value42%57%1%100%

There were no transfers in or out of Level 3 financial assets or liabilities during the three months ended March 31, 2022 or 2021.

The following table presents a summary of fair value measurements by level and carrying values for certain financial instruments not measured at fair value on a recurring basis in the Condensed Consolidated Balance Sheets:

(in millions)Quoted Prices in Active Markets (Level 1)Other Observable Inputs (Level 2)Unobservable Inputs (Level 3)Total Fair ValueTotal Carrying Value
March 31, 2022
Debt securities - held-to-maturity$525$86$7$618$626
Long-term debt and other financing obligations$—$46,686$—$46,686$43,344
December 31, 2021
Debt securities - held-to-maturity$534$102$7$643$641
Long-term debt and other financing obligations$—$52,583$—$52,583$46,003

Nonfinancial assets and liabilities or financial assets and liabilities that are measured at fair value on a nonrecurring basis are subject to fair value adjustments only in certain circumstances, such as when the Company records an impairment. There were no significant fair value adjustments for these assets and liabilities recorded during either the three months ended March 31, 2022 or 2021.

4. Medical Costs Payable

The following table shows the components of the change in medical costs payable for the three months ended March 31:

(in millions)20222021
Medical costs payable, beginning of period$24,483$21,872
Acquisitions812
Reported medical costs:
Current year52,81345,914
Prior years(290)(1,010)
Total reported medical costs52,52344,904
Medical payments:
Payments for current year(29,589)(25,960)
Payments for prior years(18,749)(15,995)
Total medical payments(48,338)(41,955)
Medical costs payable, end of period$28,676$24,833

For the three months ended March 31, 2022, prior years medical cost reserve development included no individual factors that were significant. For the three months ended March 31, 2021, prior years’ medical cost reserve development was primarily driven by lower than expected health system utilization and the uncertainty of care patterns due to the disruption of the health care system caused by COVID-19. Medical costs payable included reserves for claims incurred by insured customers but not yet reported to the Company of $19.5 billion and $17.1 billion at March 31, 2022 and December 31, 2021, respectively.

5. Commitments and Contingencies

Pending Acquisitions

As of March 31, 2022, the Company has entered into agreements to acquire companies in the health care sector, most notably Change Healthcare (NASDAQ: CHNG) and LHC Group, Inc. (NASDAQ: LHCG), subject to regulatory approval and other customary closing conditions. The total anticipated capital required for these acquisitions, excluding associated disposition proceeds and the payoff of acquired indebtedness, is approximately $15 billion.

Legal Matters

Because of the nature of its businesses, the Company is frequently made party to a variety of legal actions and regulatory inquiries, including class actions and suits brought by members, care providers, consumer advocacy organizations, customers and regulators, relating to the Company’s businesses, including management and administration of health benefit plans and other services. These matters include medical malpractice, employment, intellectual property, antitrust, privacy and contract claims and claims related to health care benefits coverage and other business practices.

The Company records liabilities for its estimates of probable costs resulting from these matters where appropriate. Estimates of costs resulting from legal and regulatory matters involving the Company are inherently difficult to predict, particularly where the matters: involve indeterminate claims for monetary damages or may involve fines, penalties or punitive damages; present novel legal theories or represent a shift in regulatory policy; involve a large number of claimants or regulatory bodies; are in the early stages of the proceedings; or could result in a change in business practices. Accordingly, the Company is often unable to estimate the losses or ranges of losses for those matters where there is a reasonable possibility or it is probable that a loss may be incurred.

Government Investigations, Audits and Reviews

The Company has been involved or is currently involved in various governmental investigations, audits and reviews. These include routine, regular and special investigations, audits and reviews by the Centers for Medicare and Medicaid Services (CMS), state insurance and health and welfare departments, state attorneys general, the Office of the Inspector General, the Office of Personnel Management, the Office for Civil Rights, the Government Accountability Office, the Federal Trade Commission, U.S. Congressional committees, the DOJ, the SEC, the Internal Revenue Service, the U.S. Drug Enforcement Administration, the U.S. Department of Labor, the Federal Deposit Insurance Corporation, the Defense Contract Audit Agency and other governmental authorities. Similarly, our international businesses are also subject to investigations, audits and reviews by applicable foreign governments, including South American and other non-U.S. governmental authorities. Certain of the Company’s businesses have been reviewed or are currently under review, including for, among other matters, compliance with coding and other requirements under the Medicare risk-adjustment model. CMS has selected certain of the Company’s local plans for risk adjustment data validation (RADV) audits to validate the coding practices of and supporting documentation maintained by health care providers and such audits may result in retrospective adjustments to payments made to the Company’s health plans.

On February 14, 2017, the DOJ announced its decision to pursue certain claims within a lawsuit initially asserted against the Company and filed under seal by a whistleblower in 2011. The whistleblower’s complaint, which was unsealed on February 15, 2017, alleges that the Company made improper Medicare risk adjustment submissions and violated the False Claims Act. On February 12, 2018, the court granted in part and denied in part the Company’s motion to dismiss. In May 2018, the DOJ moved to dismiss the Company’s counterclaims, which were filed in March 2018, and moved for partial summary judgment. In March 2019, the court denied the government’s motion for partial summary judgment and dismissed the Company’s counterclaims without prejudice. The Company cannot reasonably estimate the outcome that may result from this matter given its procedural status.

6. Segment Financial Information

The Company’s four reportable segments are UnitedHealthcare, Optum Health, Optum Insight and Optum Rx. For more information on the Company’s segments see Part I, Item I, “Business” and Note 13 of Notes to the Consolidated Financial Statements in Part II, Item 8, “Financial Statements and Supplementary Data” in the 2021 10-K.

On January 1, 2022, the Company realigned its operating segments to combine UnitedHealthcare Global and UnitedHealthcare Employer & Individual. The realignment had no impact on the Company’s reportable segments.

The following tables present reportable segment financial information:

Optum
(in millions)UnitedHealthcareOptum HealthOptum InsightOptum RxOptum EliminationsOptumCorporate and EliminationsConsolidated
Three Months Ended March 31, 2022
Revenues - unaffiliated customers:
Premiums$59,937$4,133$—$—$—$4,133$—$64,070
Products—6409,294—9,340—9,340
Services2,5152,558974325—3,857—6,372
Total revenues - unaffiliated customers62,4526,6971,0149,619—17,330—79,782
Total revenues - affiliated customers—9,8292,13814,291(553)25,705(25,705)—
Investment and other income143156671—224—367
Total revenues$62,595$16,682$3,219$23,911$(553)$43,259$(25,705)$80,149
Earnings from operations$3,798$1,366$847$939$—$3,152$—$6,950
Interest expense——————(433)(433)
Earnings before income taxes$3,798$1,366$847$939$—$3,152$(433)$6,517
Three Months Ended March 31, 2021
Revenues - unaffiliated customers:
Premiums$52,558$2,928$—$—$—$2,928$—$55,486
Products—8378,295—8,340—8,340
Services2,3502,336961271—3,568—5,918
Total revenues - unaffiliated customers54,9085,2729988,566—14,836—69,744
Total revenues - affiliated customers—6,9521,82113,004(475)21,302(21,302)—
Investment and other income2061793334—246—452
Total revenues$55,114$12,403$2,852$21,604$(475)$36,384$(21,302)$70,196
Earnings from operations$4,108$962$779$890$—$2,631$—$6,739
Interest expense——————(397)(397)
Earnings before income taxes$4,108$962$779$890$—$2,631$(397)$6,342

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