-----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, HGlvQWlcSJo9SU5HfZCO0m/s+UlZve+zV6un4fS5cdSWiFv1/HlYKHaqxIsRlkZ+ gcVdtQZCBma+015WUyfYzA== 0000950123-97-009210.txt : 19971110 0000950123-97-009210.hdr.sgml : 19971110 ACCESSION NUMBER: 0000950123-97-009210 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19971106 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19971107 SROS: NONE 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: SEC FILE NUMBER: 000-19442 FILM NUMBER: 97709687 BUSINESS ADDRESS: STREET 1: 800 CONNECTICUT AVE CITY: NORWALK STATE: CT ZIP: 06854 BUSINESS PHONE: 2038512142 MAIL ADDRESS: STREET 1: 800 CONNECTICUT AVE CITY: NORWALK STATE: CT ZIP: 06854 8-K 1 OXFORD HEALTH PLANS 1 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): NOVEMBER 6, 1997 OXFORD HEALTH PLANS, INC. (Exact name of registrant as specified in its charter) Delaware 0-19442 06-1118515 (State or other jurisdiction) (Commission (IRS Employer of incorporation) File Number) Identification No.) 800 Connecticut Avenue, Norwalk, Connecticut 06854 (Address of principal executive offices) (Zip Code) (203) 852-1442 (Registrant's telephone number, including area code) 2 ITEM 5. OTHER EVENTS. The Company's Press Release, dated November 6, 1997, is attached as an Exhibit hereto and incorporated herein by reference. As previously reported, the New York State Insurance Department (the "Department") is currently conducting its triennial examination and market conduct examination of the Company's New York HMO and insurance subsidiaries, and in the course of such examinations the Department has investigated claims payment delays by the Company. The Department has also expressed concern over delays in payment of claims by health plans generally and is investigating health plans state-wide. In its examination of the Company's New York HMO and insurance subsidiaries, the Department has also investigated various other regulatory issues and, as a result of a preliminary review, has requested that the Company retain an information systems consulting firm to assess claims payment delays and other areas of concern and to report to the Department regarding the scope and progress of projects to be implemented to address these concerns. In addition, at the Department's request, the Company's New York HMO and insurance subsidiaries' financial statements as of September 30, 1997 are being audited by KPMG Peat Marwick LLP. Such audit is expected to be completed by December 3, 1997. The Department has also required the Company to take other remedial measures and to submit a plan of corrective action with respect to areas of alleged regulatory violations identified by the Department. Although the Department has not issued a final report, the Company expects that the Department will seek to impose a fine or other penalty in connection with alleged regulatory violations. There are no specific guidelines for determining the fines or penalties imposed in such cases. While the Company is unable to estimate the amount of any potential fine or penalty, based on prior proceedings of this nature before the Department, the Company does not believe that the results of examination will have a material adverse effect on the Company's financial condition or results of operations. Certain statements contained in this report, including statements concerning the impact on the Company of the Department's examinations, are forward-looking statements as defined in the Securities Exchange Act of 1934, as amended. Actual results may differ materially from those discussed. Factors that could cause actual results to differ materially include, but are not limited to, governmental action, the Company's ability to develop processes and systems to support its growing operations and those factors included in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 1996 under the caption "Business-Cautionary Statement Regarding Forward-Looking Statements", incorporated herein by reference. ITEM 7. Financial Statements and Exhibits (c) Exhibits 99(a) Press Release dated November 6, 1997 99(b) Annual Report on Form 10-K of the Company for the fiscal year ended December 31, 1996 (Commission File No. 0-19442), incorporated herein by reference.
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: November 6, 1997 By: /s/ BRENDAN R. SHANAHAN --------------------------------- BRENDAN R. SHANAHAN Vice President and Controller 2 3 OXFORD HEALTH PLANS, INC. AND SUBSIDIARIES EXHIBIT INDEX
Exhibit Page Number Description of Document Number - ------ ----------------------- ------ 99(a) Press Release dated November 6, 1997 4 99(b) Annual Report on Form 10-K of the Company for the fiscal year ended December 31, 1996 (Commission File No. 0-19442), incorporated herein by reference.
3 EX-99.A 2 PRESS RELEASE 1 Exhibit 99(a) OXFORD LETTERHEAD FOR IMMEDIATE RELEASE Contact: Oxford Health Plans, Inc. 203-851-1020 OXFORD HEALTH PLANS ANNOUNCES STEPS TO STRENGTHEN OPERATIONS NORWALK, CONNECTICUT, NOVEMBER 6, 1997 - Oxford Health Plans, Inc. (NASDAQ:OXHP) announced today a number of actions designed to strengthen the Company's operations and provide additional assurance to customers and providers concerning its products and services. These actions are being taken under a plan approved by Oxford's Board of Directors and reviewed by the New York State Insurance Department as part of their continuing examination of the Company. The following actions were announced by the Company today: 1. The Company announced it had hired Kevin F. Hickey as an Executive Vice President, focusing on operations. Mr. Hickey was formerly President of Health Plans of America and Senior Vice President of Operations at Aetna Managed Health Plans. At Aetna, Hickey managed 55 service sites with 12,700 employees. These service operations handled 38 million customer calls and were responsible for the payment of more than $28 billion in claims annually. 2. The Company is in the process of retaining nationally recognized information systems consulting firms to review and report on its information systems capabilities and strategic plan, and to correct shortcomings in Oxford's processing of claims and premiums, all of which will facilitate its growing membership. 3. On Tuesday, November 4, 1997, the Company announced steps taken to strengthen its reserves for medical claims. The Company's New York subsidiaries will obtain an audit of their September 30, 1997 financial statements, including a certification of reserves, by KPMG Peat Marwick LLP, to provide further assurance as to its financial strength. 4. In addition to replacing the CFO, the Company is undertaking a thorough review of its finance operations with a view to strengthening management and systems where appropriate. KPMG Peat Marwick LLP will provide additional resources to Oxford to assist in this effort. 5. The Company's Board of Directors will be expanded by at least two members, and professional firms have been retained to identify candidates with substantial experience leading complex, high transaction service businesses. "These actions are being taken to solidify our operations and to assure a smooth recovery from our recent challenges," said William Sullivan, Oxford Chief Executive Officer. "We are taking steps necessary to demonstrate that our customers and providers will be well served as Oxford works to further strengthen its operations." 4 -----END PRIVACY-ENHANCED MESSAGE-----