SCOTTSDALE, Ariz.--(BUSINESS WIRE)--
Magellan
Health, Inc. (NASDAQ: MGLN) today announced it has closed on the
acquisition of SWH Holdings, Inc. (Senior Whole Health), a privately
held healthcare company focused on serving complex, high-risk
populations, providing both Medicare and Medicaid dual-eligible benefits
to more than 22,000 members in Massachusetts and New York.
Under the terms of the agreement, Magellan will acquire Senior Whole
Health for approximately $400 million cash. This price is inclusive of a
$10 million contingent consideration payment based on Senior Whole
Health's Medicare plan in Massachusetts receiving a Centers for Medicare
& Medicaid Services (CMS) Star Rating of at least four for 2018. Earlier
this month, Senior Whole Health's Massachusetts plan achieved an overall
2018 Star Rating of 4.5 from CMS.
The acquisition provides Magellan with the opportunity to expand into
the Massachusetts Senior Care Options (SCO) program, as well as further
its presence in New York City's managed long-term care (MLTC) market.
Magellan has received necessary regulatory approvals for the merger of
its existing New York MLTC plan, AlphaCare of New York, Inc. and its
newly acquired New York MLTC plan, Senior Whole Health of New York, Inc.
and plans to close on the merger at year end 2017 so as to more fully
integrate its New York MLTC operations. Magellan Health plans to
leverage Senior Whole Health's sound, culturally competent clinical
model and expertise as it seeks continued expansion in managed long-term
services and supports (MLTSS).
"Since 2004, Senior Whole Health has maintained a strong reputation as a
quality health plan serving individuals in both New York and
Massachusetts, and we will continue to ensure that focus never wavers,"
said Barry M. Smith, chairman and chief executive officer of Magellan
Health. "This acquisition combines our companies' expertise in the
managed long-term care market allowing us to enhance our offerings to
help members live healthy, vibrant lives."
"Senior Whole Health has been a leader in managing chronic and specialty
populations, and we are excited to be welcoming them to Magellan," said
Sam Srivastava, chief executive officer of Magellan Healthcare. "Over
the next several months, we will work closely with the team from Senior
Whole Health to ensure a smooth transition of services while continuing
to maintain their outstanding reputation and strong track record of
growth."
Management will provide additional details about this acquisition during
its third quarter 2017 earnings call, scheduled for November 1, 2017.
About Magellan Health
Magellan
Health, Inc. is a leader in managing the fastest growing, most
complex areas of health, including special populations, complete
pharmacy benefits and other specialty areas of healthcare. Magellan
supports innovative ways of accessing better health through technology,
while remaining focused on the critical personal relationships that are
necessary to achieve a healthy, vibrant life. Magellan's customers
include health plans and other managed care organizations, employers,
labor unions, various military and governmental agencies and third-party
administrators. For more information, visit MagellanHealth.com.
Cautionary Statement
This release contains forward-looking statements within the meaning of
the Securities Exchange Act of 1934 and the Securities Act of 1933, as
amended, which involve a number of risks and uncertainties. All
statements, other than statements of historical information provided
herein, may be deemed to be forward-looking statements including,
without limitation, statements regarding the expected timing of and
completion of the subsequent closing of the merger of the Company's two
New York MLTC plans, Senior Whole Health's growth opportunities and
strategy. These statements are based on management's analysis, judgment,
belief and expectation only as of the date hereof, and are subject to
uncertainty and changes in circumstances. Without limiting the
foregoing, the words "believes," "anticipates," "plans," "expects,"
"may," "should," "could," "estimate," "intend" and other similar
expressions are intended to identify forward-looking statements. Actual
results could differ materially due to, among other things: (i) the
potential result of a lawsuit filed on October 25, 2017 in the U.S.
District Court for the Eastern District of New York by the minority
shareholder of AlphaCare Holdings, LLC, the holding company for
AlphaCare of New York, alleging that the merger of the NY MLTC plans is
unfair to it and seeking a temporary restraining order to prohibit the
merger from going forward as well as money damages (such litigation is
described more fully in the Company's Form 8-K filed today with the
Securities and Exchange Commission); (ii) the possible election of
certain of the Company's customers to manage the healthcare services of
their members directly; changes in rates paid to and/or by the Company
by customers and/or providers; higher utilization of healthcare services
by the Company's risk members; delays, higher costs or inability to
implement new business or other Company initiatives; the impact of
changes in the contracting model for Medicaid contracts; termination or
non-renewal of customer contracts; the impact of new or amended laws or
regulations; governmental inquiries; litigation; competition;
operational issues, healthcare reform; and general business conditions.
Additional factors that could cause actual results to differ materially
from those reflected in the forward-looking statements include, but are
not limited to, the risks discussed in the "Risk Factors" section
included within the Company's Annual Report on Form 10-K for the year
ended December 31, 2016, filed with the Securities and Exchange
Commission on February 24, 2017, and the Company's subsequent Quarterly
Reports on Form 10-Q filed during 2017. Readers are cautioned not to
place undue reliance on these forward-looking statements to reflect
events or circumstances that arise after the date of this release.
Segment profit, adjusted net income, and adjusted EPS information
referred to herein may be considered a non-GAAP financial measure.
Further information regarding these measures, including the reasons
management considers this information useful to investors, are included
in the Company's most recent Annual Report on Form 10-K and on
subsequent Form 10-Qs.
View source version on businesswire.com: http://www.businesswire.com/news/home/20171031005298/en/
Magellan Health, Inc.
Media Contact:
Colleen Flanagan
Johnson, 860-507-1923
cefjohnson@magellanhealth.com
or
Investor
Contact:
Joe Bogdan, 860-507-1910
jbogdan@magellanhealth.com
Source: Magellan Health, Inc.
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