Form8-K3614




UNITED STATES
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): March 3, 2014

WELLCARE HEALTH PLANS, INC.
(Exact name of registrant as specified in its charter)
 
 
 
 
 
Delaware
 
001-32209
 
47-0937650
(State or other jurisdiction
 
(Commission File Number)
 
(IRS Employer
of incorporation)
 
 

 
Identification No.)
8735 Henderson Road, Renaissance One
 
 
Tampa, Florida
 
33634
 
(Address of principal executive offices)
(Zip Code)

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):

¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))









Item 1.01    Entry into a Material Definitive Agreement.
On March 3, 2014, WellCare Health Plans, Inc. (“WellCare”) received a Letter Agreement (the “Agreement”) from the Georgia Department of Community Health (“DCH”) to WellCare of Georgia, Inc. (“WCGA”), a wholly-owned subsidiary of WellCare.
The Agreement provides that DCH will reimburse WCGA the amount of the health insurer fee under the Patient Protection and Affordable Care Act attributable to WCGA’s Georgia Families membership, including an adjustment for the full impact of the non-deductibility of the fee for federal and state tax purposes. The Agreement provides that the payment will be made through the capitation process in a manner to be developed by DCH and acceptable to the Centers for Medicare & Medicaid Services.
The above description is qualified in its entirety by reference to the Agreement, which is attached as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 9.01    Financial Statements and Exhibits.
(d) Exhibits.
Exhibit
Number
Description
Letter Agreement dated March 3, 2014 from the Georgia Department of Community Health to WellCare of Georgia, Inc.







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: March 6, 2014
WELLCARE HEALTH PLANS, INC.

  /s/ Lisa G. Iglesias
 
Lisa G. Iglesias
 
Senior Vice President, General Counsel and Secretary






Exhibit Index

Exhibit
Number
Description
Letter Agreement dated March 3, 2014 from the Georgia Department of Community Health to WellCare of Georgia, Inc.