FOUNDATION HEALTH SYSTEMS INC
8-K, 1999-07-20
INSURANCE CARRIERS, NEC
Previous: NORWEST SELECT FUNDS, 497, 1999-07-20
Next: PEOPLES BANK CREDIT CARD MASTER TRUST, 8-K, 1999-07-20



<PAGE>


                       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): July 20, 1999
                                                           -------------


                         FOUNDATION HEALTH SYSTEMS, INC.
             ------------------------------------------------------
             (Exact name of registrant as specified in its charter)


         DELAWARE                        1-12718                95-4288333
       -----------                     -----------             ------------
(State or other jurisdiction    (Commission File Number)      (IRS Employer
     of incorporation)                                      Identification No.)


              21650 OXNARD STREET, WOODLAND HILLS, CALIFORNIA 91367
              -----------------------------------------------------
               (Address of principal executive offices) (Zip Code)

       Registrant's telephone number, including area code: (818) 676-6000
                                                           --------------

                                 Not Applicable
- --------------------------------------------------------------------------------
          (Former name or former address, if changed since last report)


<PAGE>

Item 5.  OTHER EVENTS.

          On July 20, 1999, 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.

<TABLE>
<CAPTION>

          (c)   EXHIBITS
                --------

                ITEM NO.                  EXHIBIT INDEX
                --------                  -------------
<S>                                       <C>
                99.1                      Press release issued July 20, 1999
                                          by the Registrant.
</TABLE>


                                       2
<PAGE>


                                    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:     /s/ B. Curtis Westen
                                      ---------------------------------
                                      B. Curtis Westen, Esq.
                                      Senior Vice President, General
                                      Counsel and Secretary



Dated:   July 20, 1999


                                       3
<PAGE>


                                  EXHIBIT INDEX

<TABLE>
<CAPTION>

Exhibit Number            Description
- --------------            -----------
<S>                       <C>
     99.1                 Press release issued July 20, 1999
</TABLE>


                                       4


<PAGE>


EXHIBIT 99.1
                                        FHS Media Contact:     Lisa Haines
                                                               (818) 676-7912
                                                               [email protected]

                                        FHS Investor Contact:  David Olson
                                                               (818) 676-6978
                                                               [email protected]

                                        HealthPLUS+            Mac Burt
                                                               (713) 522-0481


                      FHS TO SELL HOSPITALS TO HEALTHPLUS+

     LOS ANGELES, July 20, 1999 - Foundation Health Systems, Inc. (NYSE:FHS)
today announced it has reached a definitive agreement to sell its two hospitals
to HEALTHPLUS+ Corporation of Houston, Texas. Terms were not disclosed.

     The two hospitals are the 180-bed Memorial Hospital of Gardena in Gardena,
Calif., and East Los Angeles Doctors Hospital, a 127-bed facility in the city of
Los Angeles. FHS' Health Net and Vitalcare subsidiaries will maintain
contractual arrangements with the hospitals following completion of the sale.

     "This is another important step forward in our strategic plan to focus on
core health plan, specialty and government operations. We are very pleased to
sell these facilities to an outstanding hospital operator who will continue to
serve these Los Angeles-area communities," said Jay M. Gellert, president and
chief executive officer of FHS.

     "We are excited about beginning this new relationship with the Gardena and
East Los Angeles communities," said John Styles, chief executive officer of
HEALTHPLUS+. "This acquisition presents a great opportunity to continue our
business plan of working with physicians


                                       1
<PAGE>

in care-giving partnerships that benefit the patients and the community."

     The hospitals were acquired by an FHS predecessor company, Foundation
Health Corporation, in October 1992 as part of its acquisition of Century
MediCorp, Inc., a Los Angeles-based health plan.

     Since early December 1998, FHS has made substantial progress in divesting
non-core assets to better enable it to focus on core operations. In the past
eight months the company has:

     -    closed the sale of its workers' compensation risk based operations for
          $200 million, plus certain tax benefits and ongoing services
          arrangements;

     -    sold its call center to Access Health for $36 million;

     -    closed the sale of certain of its pharmacy benefit management assets
          to Advance Paradigm for $70 million;

     -    reached a definitive agreement to sell its New Mexico health plan;

     -    completed, or are under contract to complete, the sale of 13 care
          centers developed by a predecessor company to FHS;

     -    closed the sale of its Louisiana, Oklahoma and Texas health plans to
          AmCareco;

     -    closed the sale of its Preferred Health Network subsidiary to Beyond
          Benefits, Inc.; and,

     -    reached a definitive agreement to sell its Utah health plan.

     In addition, the company announced plans to close its service center in
Pueblo, Colo.

         "We are very encouraged by the remarkable progress we have made in such
a short time. We are today a company with strong core operations that have
excellent future prospects," Gellert added.

         FHS is the nation's fourth-largest publicly traded managed health care
company. 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 more than six million individuals in 21 states through


                                       2
<PAGE>

group, individual, Medicare risk, Medicaid and CHAMPUS programs. FHS
subsidiaries also offer managed health care products related to 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.

                                      # # #



                                        3


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission