<PAGE> 1
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) SEPTEMBER 18, 1996
--------------------
CHOICECARE CORPORATION
-----------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
OHIO 33-99624 31-1446609
-----------------------------------------------------------------------------
(State or other jurisdiction (Commission (I.R.S. Employer
of incorporation) File Number) Identification No.)
655 EDEN PARK DRIVE, SUITE 400
CINCINNATI, OHIO 45202
- -----------------------------------------------------------------------------
(Address of Principal Executive Offices) (Zip Code)
Registrant's telephone number, including area code (513) 784-5200
------------------
- -----------------------------------------------------------------------------
(Former name or former address, if
changed since last report.)
<PAGE> 2
ITEM 5. OTHER EVENTS
(a) On September 18, 1996, ChoiceCare Corporation (the "Company")
announced that Paul Nezi, Executive Vice President and Chief Marketing
Officer, had resigned to accept a position as Senior Vice President of
Marketing and Underwriting with Trigon, a Virginia health insurance
company.
(b) On September 25, 1996, the Company was informed by a customer
accounting for approximately 10% of current membership that the health
care services management agreement between the Company and the
customer, which expires March 31, 1997, will not be renewed.
Management services fees received from the customer during the six
months ended June 30, 1996 and the year ended December 31, 1995
totaled approximately $2.0 million and $4.4 million, respectively.
Contributions to net earnings from the contract have historically not
been material to the Company's total results of operations due to the
operating expenses required to administer the contract and provide
services to the customer's members.
The Company has begun a review of operating expenses related to
administering the contract and providing services to the customer's
members, and will be implementing efforts to reduce and/or eliminate
certain costs through the end of the contract and any transition
period thereafter.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) EXHIBITS
EXHIBIT NO. S-K ITEM 601 REFERENCE DESCRIPTION
1 (99) Press Release dated
September 18, 1996
2
<PAGE> 3
SIGNATURE
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 hereunto duly authorized.
CHOICECARE CORPORATION
Date: September 30, 1996 By: /s/ Juan M. Fraiz
---------------------
Juan M. Fraiz
Vice President and Chief
Financial Officer (Principal
Financial Officer)
3
<PAGE> 1
EXHIBIT 1
FOR IMMEDIATE RELEASE
September 18, 1996
Contact: Jose Marques, Senior Communications Specialist, ChoiceCare
Office: (513) 684-7432
CHOICECARE ANNOUNCES NEZI RESIGNATION
CINCINNATI--ChoiceCare announced today that Paul Nezi, executive vice president
and chief marketing officer, is leaving to accept a position as senior vice
president of marketing and underwriting with Trigon, a Virginia health
insurance company that serves 1.8 million members.
"Over the past three and a half years, Paul has helped ChoiceCare
increase its presence in the small group market," said Daniel Gregorie, M.D.,
CEO and president. "Through the development of ChamberHealth, our product for
small companies offered through the Chamber of Commerce and the establishment
of close ties with area brokers, Paul has positioned ChoiceCare as a key
provider of managed health care plans to small employer groups. He has improved
ChoiceCare's overall effectiveness in marketing, sales and communications. He
leaves behind an extremely competent marketing and sales organization."
ChoiceCare is the largest health maintenance organization (HMO) in the
Tristate and the third largest in the state of Ohio with more than 281,000
members. ChoiceCare was also the first HMO in the Tristate area to receive full
three-year accreditation from the National Committee for Quality Assurance.
###