FORM 8-K
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
May 2, 1996
FOHP, Inc.
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(Exact name of registrant as specified in its charter)
New Jersey 0-25944 22-3314813
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(State or other (Commission (IRS Employer
jurisdiction File Number) Identification
of incorporation) Number)
2 Bridge Avenue
Building 6
Red Bank, New Jersey 07701-1106
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(Address of principal executive offices, including zip code)
Registrant's telephone number, including area code: (908)842-5000
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(Former name or former address, if changed since last report.)
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Item 5. Other Events.
On May 2, 1996, FOHP, Inc. ("FOHP") entered into a letter of intent
with QualCare, Inc. ("QualCare"), a New Jersey preferred provider organization
which is owned by twelve (12) hospitals and six (6) physician hospital
organizations, regarding the acquisition of QualCare by FOHP. The letter of
intent contemplates that FOHP will issue shares of its Common Stock to the
shareholders of QualCare in exchange for their interest in QualCare and cash.
The letter of intent also contemplates that each of the thirteen (13) QualCare
shareholders which currently do not own shares of FOHP Common Stock will be
entitled to representation on the Board of Directors and committees of First
Option Health Plan of New Jersey, Inc., a wholly-owned subsidiary of FOHP which
operates as a health maintenance organization in New Jersey. The acquisition of
QualCare by FOHP is subject to each party completing a satisfactory due
diligence review of the other party and the completion and execution of a
definitive aquisition agreement.
During the term of the letter of intent, which expires on June 16, 1996,
FOHP and QualCare each have agreed not to sell stock or enter into a provider
agreement with any New Jersey hospital which is not currently a member of its
provider network, except that FOHP may offer stock or provider status to Deborah
Heart and Lung Hospital and Mountainside Hospital. The term of the letter of
intent may be extended by mutual agreement of FOHP and QualCare.
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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 hereunto duly authorized.
FOHP, Inc.
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(Registrant)
By: /s/Donald Parisi
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Donald Parisi
Senior Vice President, Legal Affairs
and General Counsel
Date: May 13, 1996
