form8-k.htm
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): January 6,
2009
WELLCARE
HEALTH PLANS, INC.
(Exact
name of registrant as specified in its charter)
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Delaware
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001-32209
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47-0937650
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(State
or other jurisdiction
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(Commission
File Number)
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(IRS
Employer
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of
incorporation)
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Identification
No.)
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8735
Henderson Road, Renaissance One
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Tampa,
Florida
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33634
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code:
(813) 290-6200
Not
Applicable
(Former
name or former address, if changed since last report.)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2. below):
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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¨
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item 1.01
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Entry
into a Material Definitive
Agreement.
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On
January 6, 2009, WellCare Health Plans, Inc. (the “Registrant”)
received notices from the Centers for Medicare & Medicaid Services (“CMS”)
regarding its service area expansion application approval and contract renewal
for contracts between CMS and certain wholly-owned subsidiaries of the
Registrant (the “CMS Coordinated
Care Notices”). Under the CMS Coordinated Care Notices,
WellCare of Connecticut, Inc., WellCare of Florida, Inc., WellCare of Georgia,
Inc., Harmony Health Plan of Illinois, Inc., WellCare of Louisiana, Inc.,
WellCare of New York, Inc., and WellCare of Texas, Inc. (collectively, the
“MA
Subsidiaries”) will continue to provide Medicare coordinated care plans
in each of Connecticut, Florida, Georgia, Illinois, Louisiana, New York, and
Texas, respectively. In addition, under the CMS Coordinated Care
Notices, CMS approved the expansion of the MA Subsidiaries into an aggregate of
eight additional counties and renewed each contract for a period of one year
ending on December 31, 2009.
Included
with the CMS Coordinated Care Notices were three addenda to the contracts
between CMS and each of the MA Subsidiaries except WellCare of Texas, Inc.
(“WC
TX”). The first addendum (the “First
Addendum”) contains contractual provisions to implement the requirements
of the Medicare Improvements for Patients and Providers Act of 2008 (MIPPA) for
Medicare Advantage plans that offer prescription drug benefits. The
second and third addenda require each MA Subsidiary to offer one or more
Employer/Union-Only Group MA-Only plans and Employer/Union-Only Group MA-PD
plans, respectively, pursuant to waivers granted by CMS under section 1857(i) of
the Social Security Act, as amended, and in accordance with Chapter 9 of CMS’
Medicare Managed Care Manual. The CMS Coordinated Care Notice with
respect to WC TX included only the First Addendum.
On
January 6, 2009, the Registrant also received notices from CMS regarding its
service area expansion application approval and contract renewal for contracts
between CMS and each of WellCare Health Insurance of Arizona, Inc. (“WI AZ”),
WellCare Health Insurance of Illinois, Inc. (“WI IL”),
and WellCare Health Insurance of New York, Inc. (“WI NY”),
each a wholly-owned, indirect subsidiary of the Registrant (the “CMS PFFS
Notices”), pursuant to which WI AZ, WI IL and WI NY provide Medicare
Advantage private fee-for-service (“PFFS”)
plans. Under the CMS PFFS notices, CMS approved the expansion of WI
AZ’s PFFS plans into 236 additional counties, the expansion of WI IL’s PFFS
plans into 157 additional counties, and the expansion of WI NY’s PFFS plans into
four additional counties. In addition, CMS renewed each contract for
a period of one year ending on December 31, 2009.
Included
with the CMS PFFS Notices was an addendum to the contracts between CMS and each
of WI AZ, WI IL and WI NY. The addendum contains contractual
provisions to implement the requirements of the Medicare Improvements for
Patients and Providers Act of 2008 (MIPPA) for PFFS plans that offer
prescription drug benefits.
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, as amended, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: January
12, 2008
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WELLCARE
HEALTH PLANS, INC.
/s/ Heath
Schiesser
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Heath
Schiesser
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President
and Chief Executive Officer
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