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 the earliest event reported) December 31, 1999
THE WELLCARE MANAGEMENT GROUP, INC.
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(Exact Name of Registrant as Specified in Its Charter)
New York
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(State or Other Jurisdiction of Incorporation)
0-21684 14-1647239
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(Commission File Number) (IRS Employer Identification No.)
Park West/Hurley Ave. Extension
Kingston, NY 12401
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(Address of Principal Executive Offices) (Zip Code)
(813) 290-6328
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(Registrant's Telephone Number, Including Area Code)
None
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(Former Name or Former Address, if Changed Since Last Report)
<PAGE>
Item 4. Changes in Registrant's Certifying Accountant.
Engagement of Registrant's Certifying Accountant.
On December 31, 1999, BDO Seidman LLP was engaged by The WellCare
Management Group, Inc. as its independent auditor. The engagement of BDO
Seidman, LLP has been approved by The WellCare Management Group, Inc.'s Board of
Directors. Deloitte & Touche LLP was dismissed as the Company's independent
auditors on December 30, 1999, as previously reported in the Registrant's Form
8-K filed on January 5, 2000.
During the past two fiscal years and any subsequent interim period
prior to engaging BDO Seidman LLP, The WellCare Management Group, Inc. has not
consulted BDO Seidman LLP regarding (i) either the application of accounting
principles to a specified transaction, either completed or proposed; or the type
of audit opinion that might be rendered on the financial statements of The
WellCare Management Group, Inc., or (ii) any matter that was either the subject
of a disagreement (as defined in Item 304 (a) (1) (iv) of Regulation S-K) or a
reportable event (as defined in Item 304 (a) (1) (v) of Regulation S-K).
Item 7. Financial Statements and Exhibits.
Exhibits
99 Press Release dated January 6, 2000.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, Registrant
has duly caused this report to be signed on its behalf by the undersigned
hereunto duly authorized.
THE WELLCARE MANAGEMENT GROUP, INC
Date: January 6, 2000 By: /s/ Kiran C. Patel
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Kiran C. Patel, M.D.
Chairman of Board, President and CEO
Exhibit 99
FOR IMMEDIATE RELEASE CONTACT:
January 6, 2000 Kevin McGrath
Cameron Associates, Inc.
(212) 245-8800
WELLCARE APPOINTS BDO SEIDMAN AS ITS AUDITORS
KINGSTON, NY, January 6, 2000 -- The WellCare Management Group, Inc.
(WellCare) (OTC BB: WELL), parent company of WellCare of New York, Inc. (WCNY)
and WellCare of Connecticut, Inc. (WCCT), today announced that it has appointed
BDO Seidman, LLP as its new auditors.
Kiran C. Patel, M.D., Chairman, President and Chief Executive Officer
of WellCare, commented, "WellCare is extremely pleased with its decision to
retain BDO Seidman as its auditors. We look forward to a long-term relationship
and using BDO's experience and support in assisting with the growth of the
Company."
WellCare's service area extends from New York City to the southern
Adirondacks, west into the Mohawk River Valley and Southern Tier counties, and
east into Connecticut.
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CAUTIONARY STATEMENT
Safe Harbor Statement under the Private Securities Litigation Reform Act of
1995: The statements contained in this release that are not historical facts are
forward-looking statements, actual results may differ materially from those
projected in the forward-looking statements which statements involve risks and
uncertainties, including but not limited to, the following: the Company's
ability to continue as a going concern; the inability to meet HMO statutory net
worth requirements for WCNY or WCCT; the absence of a commercial line of
business in WCNY until at least June, 2000; that increased regulation will
increase health care expenses; that increased competition in the Company's
markets or change in product mix will unexpectedly reduce premium revenue; that
the Company will not be successful in increasing membership growth; that there
may be adverse changes in Medicare and Medicaid premium rates set by federal and
state governmental agencies; that health care costs in any given period may be
greater than expected due to unexpected incidence of major cases, natural
disasters, epidemics, changes in physician practices, and new technologies; that
the Company will be unable to successfully expand its operations into its
recently approved service areas, including New York City, Westchester County and
State of Connecticut; that major health care providers will be unable to
maintain their operations and reduce or eliminate their accumulated deficits.
Investors are also directed to the other risks discussed in the Company's Form
10K for the fiscal year ended December 31, 1998 and Form 10-Q for the quarter
ended September 30, 1999 as well as other documents filed by the Company with
the Securities and Exchange Commission.
