CENTENE CORPCNC
CENTENE CORP Debt Disclosure
Debt
Debt consists of the following ($ in millions):
| December 31, 2025 | December 31, 2024 | ||||||||||
$2,500 million 4.25% Senior Notes, due December 15, 2027 | $ | 2,211 | $ | 2,398 | |||||||
$2,300 million 2.45% Senior Notes, due July 15, 2028 | 2,302 | 2,302 | |||||||||
$3,500 million 4.625% Senior Notes, due December 15, 2029 | 3,277 | 3,277 | |||||||||
$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 | 2,200 | |||||||||
$1,300 million 2.625% Senior Notes, due August 1, 2031 | 1,300 | 1,300 | |||||||||
| Total senior notes | 15,490 | 15,677 | |||||||||
| Term Loan Facility | 2,000 | 2,006 | |||||||||
| Revolving Credit Agreement | — | 950 | |||||||||
| Debt issuance costs | (89) | (100) | |||||||||
| Total debt | 17,401 | 18,533 | |||||||||
| Less: current portion | (50) | (110) | |||||||||
| Long-term debt | $ | 17,351 | $ | 18,423 | |||||||
Senior Notes
During 2025, the Company repurchased $189 million of its par value Senior Notes due 2027 through the Company's senior note debt repurchase program. The Company recognized a $1 million gain on the repurchase of the notes, including the write-off of unamortized debt discount and issuance costs. In January 2026, the Company repurchased an additional $29 million of its par value Senior Notes due 2027 through the debt repurchase program.
The indentures governing the senior notes listed in the table above contain restrictive covenants of Centene Corporation. At December 31, 2025, the Company was in compliance with all covenants.
Revolving Credit Facility and Term Loan Credit Facility
On March 5, 2025, the Company entered into a new Credit Agreement (New Credit Agreement) and terminated all outstanding commitments and repaid all outstanding obligations under the Fourth Amended and Restated Credit Agreement, dated as of August 16, 2021 (as amended).
The New Credit Agreement provides for (i) a revolving credit facility in the principal amount of $4,000 million (the Revolving Credit Facility) and (ii) a term loan facility in the principal amount of $2,000 million (the Term Loan Facility). The maturity date for the New Credit Agreement is March 5, 2030. Loans under the Revolving Credit Facility may be denominated in U.S. dollars, Euros, Sterling, Swiss Francs, Yen, Australian dollars and Canadian dollars and each other currency which has been approved under the terms of the New Credit Agreement.
Borrowings under the New Credit Agreement will bear interest at a fluctuating rate per annum equal to a benchmark rate applicable to the currency composing such borrowing plus an applicable margin. The applicable margin is in each case based on the rating of Centene's corporate debt obligations by S&P and Moody's and is primarily a linear progression corresponding to the Company's credit rating as defined in the New Credit Agreement. The applicable margin for base rate loans changes in increments of 0.25% increasing or decreasing between pricing levels at the corresponding rating level.
The Company is subject to a financial covenant under the New Credit Agreement, tested quarterly, whereby the debt-to-capital ratio may not exceed 0.60 to 1.00, with a step-up, upon the Company's election, following the consummation of a material acquisition, to 0.65 to 1.00 during certain specified periods. As of December 31, 2025, the Company was in compliance with all financial and non-financial covenants under the New Credit Agreement.
As of December 31, 2025, the Company had no borrowings outstanding under the Revolving Credit Facility, with an interest rate of the base rate plus 0.25% margin, and $2,000 million of borrowings outstanding under the Company's Term Loan Facility.
Senior Note Debt Repurchase Program
In June 2022, the Company's Board of Directors authorized a $1,000 million senior note debt repurchase program in preparation for future debt reductions as part of the Company's strategic initiatives. During the year ended December 31, 2025, the Company repurchased $189 million of its par value senior notes, as described above, for $187 million. No repurchases were made during the year ended December 31, 2024. As of December 31, 2025, there was $513 million available under the senior note debt repurchase program. In January 2026, the Company repurchased an additional $29 million of its par value Senior Notes due 2027 for $29 million.
In February 2026, the Company's Board of Directors authorized an increase under the program of $1,000 million. With this increase, as of February 2026, there was $1,484 million available under the senior note debt repurchase program.
Letters of Credit & Surety Bonds
The Company had outstanding letters of credit of $120 million as of December 31, 2025, which were not part of the Revolving Credit Facility. The letters of credit bore interest at 0.8% as of December 31, 2025. The Company had outstanding surety bonds of $784 million as of December 31, 2025.
Aggregate maturities for the Company's debt for the years ending December 31, are as follows ($ in millions):
| Aggregate Maturities | ||||||||
| 2026 | $ | 50 | ||||||
| 2027 | 2,316 | |||||||
| 2028 | 2,400 | |||||||
| 2029 | 3,377 | |||||||
| 2030 | 5,850 | |||||||
| Thereafter | 3,500 | |||||||
| Total | $ | 17,493 | ||||||
The fair value of outstanding debt was approximately $16,273 million and $16,929 million at December 31, 2025 and 2024, respectively.
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Feb 17, 2026 | Showing above |
| 2017 | Feb 20, 2018 | |
About Debt Disclosures
Debt disclosures detail a company's borrowing structure — the types of instruments, interest rates, maturity schedule, and covenant restrictions that define its financial obligations and flexibility. This section is essential for assessing refinancing risk, interest rate exposure, and the margin of safety against financial distress.
Key signals: the maturity schedule reveals concentration risk — large maturities within 1-2 years during tight credit markets can force dilutive refinancing or asset sales. Compare the fair value of debt against carrying amount to gauge whether the market views the company's credit risk differently than the balance sheet suggests. Watch covenant compliance disclosures for tightening cushions, especially leverage and interest coverage ratios. Variable-rate debt exposure quantifies sensitivity to interest rate changes. Secured versus unsecured mix affects recovery rates and future borrowing capacity. Compare net debt-to-EBITDA against industry peers and covenant limits to assess financial health.