-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, OgrY5bMUGlvsWKU5N5/PB3BpFzJuZIJJZi2v4vWjnWMJf9TxN1ZAs0WkLBZ/G7y7 VBtNKONy5JO9q570gO4t3A== 0000950123-02-012100.txt : 20021220 0000950123-02-012100.hdr.sgml : 20021220 20021220143106 ACCESSION NUMBER: 0000950123-02-012100 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20021220 ITEM INFORMATION: Other events ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20021220 FILER: COMPANY DATA: COMPANY CONFORMED NAME: OXFORD HEALTH PLANS INC CENTRAL INDEX KEY: 0000865084 STANDARD INDUSTRIAL CLASSIFICATION: HOSPITAL & MEDICAL SERVICE PLANS [6324] IRS NUMBER: 061118515 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-16437 FILM NUMBER: 02864626 BUSINESS ADDRESS: STREET 1: 48 MONROE TURNPIKE CITY: TRUMBULL STATE: CT ZIP: 06611 BUSINESS PHONE: 2034596000 MAIL ADDRESS: STREET 1: 48 MONROE TURNPIKE CITY: TRUMBULL STATE: CT ZIP: 06611 8-K 1 y67185e8vk.txt FORM 8-K 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): December 20, 2002 OXFORD HEALTH PLANS, INC. - -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Delaware 001-16437 06-1118515 - -------------------------------------------------------------------------------- (State or other jurisdiction (Commission IRS Employer Identification No.) of incorporation) File Number) 48 Monroe Turnpike, Trumbull, Connecticut 06611 - -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) (203) 459-6000 - -------------------------------------------------------------------------------- (Registrant's telephone number, including area code) Item 5. Other Events. The Company's Press Release dated December 20, 2002 is attached as an Exhibit hereto and is incorporated herein by reference. Item 7. Financial Statements and Exhibits (c) Exhibits 99 Press Release dated December 20 , 2002 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, thereunto duly authorized. OXFORD HEALTH PLANS, INC. Date: December 20, 2002 By: /s/ MARC M. KOLE ------------------------- Marc M. Kole Senior Vice President and Chief Accounting Officer OXFORD HEALTH PLANS, INC. AND SUBSIDIARIES Exhibit Index Exhibit Page Number Description of Document Number ------ ----------------------- ------ 99 Press Release dated December 20, 2002 5 EX-99 3 y67185exv99.txt PRESS RELEASE EXHIBIT 99 CONTACT: For Media: Maria Gordon Shydlo (203) 459-7674/mshydlo@oxfordhealth.com For Investors: Gary Frazier/Deborah Abraham (203) 459-7331/(914) 467-3030 gfrazier@oxfordhealth.com/dabraham@oxfordhealth.com FOR IMMEDIATE RELEASE - --------------------- TRIAL DATE SET IN OXFORD HEALTH PLANS, INC. 1997 SECURITIES CLASS ACTION LITIGATION -Company Expects to Add $20 Million to Litigation Reserves in the Fourth Quarter of 2002- TRUMBULL, CONN. (December 20, 2002) - Oxford Health Plans, Inc. (NYSE: OHP) announced today that the United States District Court for the Southern District of New York has scheduled trial to commence on March 10, 2003 in the securities class action lawsuits brought in 1997 following the October 27, 1997 decline in the price of the Company's common stock. In anticipation of additional legal fees and other expenses related to trial, the Company expects to add $20 million to its litigation reserves for these lawsuits, which will result in a $20 million non-cash pretax charge against income for the quarter ending December 31, 2002. As previously reported, in view of the inherent risks and uncertainties of litigation and in anticipation of a settlement conference held in November 2002, the Company communicated to the plaintiffs and the Company's excess insurance carriers its willingness to pay $161.3 million. This offer reflected the full amount of the current retention under the excess insurance carriers' interpretation of the $200 million Excess Insurance policies that the Company purchased in 1999. Although settlement discussions may continue, the Company, its excess insurance carriers and the plaintiffs have been unable to reach a settlement of these lawsuits. If a settlement is not reached, or if the Court does not approve any such settlement, the securities class actions would proceed to trial. The Company, in the opinion of management with the advice of external counsel, has substantial defenses to plaintiffs' claims and may ultimately prevail at trial. There can be no assurance as to the ultimate result in this litigation. Founded in 1984, Oxford Health Plans, Inc. provides health plans to employers and individuals primarily in New York, New Jersey and Connecticut, through its direct sales force, independent insurance agents and brokers. Oxford's services include traditional health maintenance organizations, point-of-service plans, third party administration of employer-funded benefits plans and Medicare plans. Cautionary Statement Regarding Forward-Looking Statements Certain statements in this press release, including statements concerning the expected amounts of an addition to the Company's securities class action litigation reserves and a pretax charge against income and other statements contained herein regarding matters that are not historical facts, are forward-looking statements as defined in the Securities Exchange Act of 1934; and because such statements involve risks and uncertainties, actual results may differ materially from those expressed or implied by such forward-looking statements. Factors that could cause actual results to differ materially include, but are not limited to, future developments in the securities class action litigation or related settlement discussions, and those factors discussed under the caption "Cautionary Statement Regarding Forward-Looking Statements" in Part I, Item 1, of the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2001 and Part I, Item 2, of the Company's Quarterly Reports on Form 10-Q for the periods ended March 31, 2002, June 30, 2002 and September 30, 2002. -----END PRIVACY-ENHANCED MESSAGE-----