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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): October 23, 1997
FOUNDATION HEALTH SYSTEMS, INC.
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(Exact name of registrant as specified in its charter)
Delaware
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(State or other jurisdiction of incorporation)
1-12718 95-4288333
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(Commission File Number) (IRS Employer Identification No.)
21600 Oxnard Street, Woodland Hills, California 91367
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(Address of principal executive office)
Registrant's telephone number, including area code: (818) 719-6775
Not applicable
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(Former name or former address, if changed since last report)
Page 1 of 7
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Exhibit Index is located at Page 4
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Item 5. OTHER EVENTS.
On October 23, 1997, the Registrant issued the press release
attached hereto as Exhibit 99.1, which press release is incorporated by
reference herein.
Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND
EXHIBITS.
(c) EXHIBITS
Item No. Exhibit Index
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99.1 Press release issued October 23,
1997 by the Registrant.
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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.
FOUNDATION HEALTH SYSTEMS, INC.
By:
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Jeffrey L. Elder
Senior Vice President, and
Chief Financial Officer
Dated: October 28, 1997
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EXHIBIT INDEX
Exhibit Number Description Page No.
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99.1 Press release issued October 23, 1997 5
4
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FOR IMMEDIATE RELEASE FOR INFORMATION CONTACT
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MEDIA: KURT DAVIS--FHS
(916) 631-5288
[email protected]
CHRIS PALMEDO--QUALMED OREGON
(503) 802-7235
[email protected]
INVESTORS: DAVID OLSON--FHS
(818) 676-6978
HTTP://WWW.FHS.COM
[email protected]
TRANSACTION COMPLETED: STATE APPROVES FHS PURCHASE OF PACC
NEW COMPANY TO BE CALLED QUALMED PLANS FOR HEALTH OF OREGON
LOS ANGELES AND CLACKAMAS, ORE. -- OCT. 23, 1997 -- Foundation Health
Systems, Inc. (FHS) announced today that it has completed its acquisition of
Clackamas, Oregon-based PACC HMO and PACC Health Plan (together, PACC).
Effective October 22, 1997, PACC merged with FHS' existing Oregon HMO to
create QualMed Plans for Health of Oregon, Inc. (QualMed Oregon). The new
company has offices in Clackamas, Portland, Eugene and Medford. Martin A.
Preizler, previously PACC's president and CEO, became president and CEO of
QualMed Oregon. The new company serves approximately 180,000 members throughout
Oregon and southwest Washington, with projected annual revenues of approximately
$240 million in 1997.
"We are very pleased to welcome PACC associates, members and health care
providers to the FHS family of companies," said Malik M. Hasan, MD, chairman and
chief executive officer of FHS. "This transaction creates a much stronger
presence for FHS in Oregon while significantly enhancing our ability to provide
our members in the Northwest with outstanding service."
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Mr. Preizler has stressed that members of both QualMed and the former PACC
are not likely to notice any changes in their plans until the two companies are
well into the post-merger integration process.
"What's most important now is to ensure a smooth transition for our health
plan members," said Martin A. Preizler. "In the short term, the first thing
members will notice is that more doctors will be available to them," he added.
PACC health plan members will continue to see the PACC logo on materials and
insurance ID cards through 1998.
Also announced are the senior management team members for QualMed Oregon.
"We have an excellent combination of experienced people from both PACC and
QualMed to lead QMO-FHS in their respective areas of expertise," said Mr.
Preizler, who selected these top-level managers to lead the new company after
careful review of the defined responsibilities for the new organization.
The following individuals and positions now report to Mr. Preizler:
Vice President, Medical Affairs Eric Wall, M.D., M.P.H
Vice President, Sales and Service Fred Roberts
Vice President, Business & Network Development Bill Jollie
Vice President, Legal Ted Falk, J.D., Ph.D.
Vice President, Financial Services Lori Mueller
Vice President, Administrative Operations Missy Dolan
Director, Strategic Information Management Rey San Antonio
Manager, Human Resources Chris Engelgau
PACC was founded in 1938 as one of the first physician-sponsored, not-for-
profit health care contractors in the United States. Because of the company's
not-for-profit status, the purchase price, subject to certain adjustments, will
be used to endow the Northwest Health Foundation, a permanent charitable
organization established by PACC to receive the proceeds of the sale. The
foundation is chaired by former U.S. Senator Mark O. Hatfield and its board
includes several prominent Oregonians.
FHS is the nation's fourth-largest publicly traded managed health care
company.
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Its mission is to enhance quality of life for its customers by offering products
distinguished by their quality, service and affordability. The company's HMO,
insured PPO and government contracts subsidiaries provide health benefits to
nearly five million individuals in 17 states through group, individual, Medicare
risk, Medicaid and CHAMPUS programs. FHS subsidiaries also offer managed health
care products related to workers' compensation, PPO networks, behavioral health,
dental, vision and prescription drugs, and offer managed health care product
coordination for multi-region employers and administrative services for medical
groups and self-funded benefits programs.
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