From: Gillespie, Tonya Sent: Wednesday, December 04, 2019 2:39 PM To: Jeff Knight Cc: Taylor, Jamie 0 Subject: RE: [External] FW: Press Release to be sent soon Thank you leff! We look forward to further updates. Tonya Childress Gillespie, CPA Assistant Commissioner, Regulatory West Virginia Offices of the Insurance Commissioner 900 Ave, 9th Floor Charleston, WV 25302 Phone: 304?558-6279 ext. 1265 Fax: 3044?5580412 NOTICE: This email is intended for the named recipient(s) only. it may contain confidential and privileged information. Unauthorized viewing or use is prohibited. If you have received this email in error, please permanently delete it and notify sender of the same. From: Jeff Knight Sent: Wednesday, December 4, 2019 1:44 PM To: Gillespie, Tonya Cc: Taylor, iamie 0 Subject: [External] FW: Press Release to be sent soon email on noti?iick sender Hi Tonya, This is the revised release which will be circulated momentarily. Let me know if you have any questions. Jeff Je? genie? wee {?geeis?em? gees P: 740.695.7585 C: 304.28%.5478 3130 Main Street, Wheeiing. WV 26003 From: Wendy Hodorowski Sent: Wednesday, December 4, 2019 1:35 PM To: jeff Knight Jason Lenders Subject: Press Release to be sent soon Wendy Hodorowski DIFeC?i'ea'ef Market-mg 9740699640 (3.304.312.8448 For more information, please contact: Wendy Hodorowski, Director of Marketing The Heaith Plan (740) 699-6140 or Wendy@heaithplan.org The Health Plan and West Virginia University Health System agree to terminate transactional agreement WHEELING, The Health Plan, a managed care organization headquartered in Wheeling and operating throughout West Virginia and The West Virginia University Health System (operating under the brand WVU Medicine], have mutually agreed to terminate the May 1, 2019 transaction agreement, which means they will not become a single entity. The West Virginia Offices ofthe Insurance Commissioner was sent the following statement on November 27, 2019 from The Health Plan, ?The purpose of this letter is to notify the Department that the above-referenced Term Sheet (and the transaction contemplated by the Term Sheet) has been terminated.? While this effective transaction is no longer moving forward, The Health Plan remains committed to building a statewide integrated healthcare finance and delivery network that will include all major health systems. In addition, this announcement does not change or affect coverage for anyone insured by The Health Plan who receives services from West Virginia University Health System facilities. The Health Plan, a not?for-profit managed care organization, remains strong and competitively positioned for the future with our focus on our members and the communities we serve, with over 550 people working to support and improve the health of those members. Established in 1979, the West Virginia?based company, with offices in Wheeling, Charleston and Morgantown, West Virginia and Massillon, Ohio insures over 200,000 individuals across the country and offers a complete line of managed care products and services designed to provide health care systems and clients with innovative health care benefits and plans at a reasonable cost. i 1 i0 Main Sireei, Wheeilng, WV 26003?2704 P: 1.800.624.6961 From: Jeff Knight Sent: Wednesday, December 04, 2019 11:58 AM To: Gillespie, Tonya Subject: RE: [External] Press release Attachments: 12.04.19 The Health Plan and WVUHS Terminates Transactionpdf See attached Jeff Knight geek}? Vice Pseside?i Swe P: 740.695.7585 1 C: jeffK@heoEthpian.org i 1 i0 Main Sireei, Wheeling, WV 26003 From: Gillespie, Tonya Sent: Wednesday, December 4, 2019 11:39 AM To: Jeff Knight Subject: RE: [External] Press release Thanks Jeff? Tonya Childress Gillespie, CPA Assistant Commissioner, Regulatory West Virginia Offices of the Insurance Commissioner 900 Ave, 9th Floor Charleston, WV 25302 Phone: 304-558-6279 ext. 1265 Fax: 304?558-0412 NOTICE: This email is intended for the named recipient(s) only. it may contain confidential and privileged information. Unauthorized viewing or use is prohibited. if you have received this email in error, please permanently delete it and notify sender of the same. From: Jeff Knight Sent: Wednesday, December 4, 2019 11:22 AM To: Gillespie, Tonya Subject: [External] Press release Hi Tonya, I?m confirming something for John Wright now with our attorney. iwiil have an update before noon. Jeff Jeff Knight Vice Fresideot FEneooe/?ooiytiooi Ewe P: 740.695.7585 C: 304.281.5478 i i 10 Main Street, Wheeling, WV 26003 For more information, please contact: Wendy Hodorowski, Director of Marketing The Health Plan (740) 699-6140 or The Health Plan and West Virginia University Health System agree to terminate transactional agreement WHEELING, - The Health Plan, a managed care organization headquartered in Wheeling and operating throughout West Virginia and The West Virginia University Health System [operating under the brand WVU Medicine], have mutually agreed to terminate the May 1, 2019 transaction agreement, which means they will not become a single entity. The West Virginia Department of Insurance was sent the following statement on November 27, 2019 from The Health Plan, ?The purpose ofthis letter is to notify the Department that the above?reference Term Sheet [and the transaction contemplated by the Term Sheet) has been terminated.? While this effective transaction is no longer moving forward, The Health Plan remains committed to building a statewide integrated healthcare finance and delivery network that will include all major health systems. In addition, this announcement does not change or affect coverage for anyone insured by The Health Plan who receives services from West Virginia University Health System facilities. The Health Plan, a not-for-profit managed care organization, remains strong and competitively positioned for the future with our focus on our members and the communities we serve, with over 550 people working to support and improve the health of those members. Established in 1979, the West Virginia-based company, with offices in Wheeling, Charleston and Morgantown, West Virginia and Massillon, Ohio insures over 200,000 individuals across the country and offers a complete line of managed care products and services designed to provide health care systems and clients with innovative health care benefits and plans at a reasonable cost. 10 Main Sireei, Wheeiing, WV 26003?2704 6 P: 1.800.624.6963 nediih pionorg From: Jeff Knight Sent: Wednesday, November 27, 2019 11:37 AM To: Jim Cc: Giilespie, Tonya i. Subject: RE: [External] WVU Transaction (Termination) Letter Jim, I appreciate the support you and your team have provided during this process. We continue to have conversations with CAMC and I?ve been instructed by our Board to share this notification ietter with them. This is the first step in repairing that reiationship and we want them to be a strong partner in the future. I?ii keep you informed on our contract negotiation and l?il reach out if we need any heip. Thanks again! Jeff jet? Knight aerator ?if'iee aresiaeot Fieortee/enoiytieoi $er P: 740.695.7585 C:304.28i.5478 i i to Main Street, Wheeiing, WV 26003 From: Dodrill, Jim Sent: Wednesday, November 27, 2019 11:06 AM To: Jeff Knight Cc: Gillespie, Tonya Subject: RE: [External] WVU Transaction (Termination) Letter Thank you, Jeff. This is not surprising news. While unfortunate for the proposed merger, it is, as you know, potentially very good news for The Health Plan?s (and relationship with CAMC. spoke with David Ramsey about this situation a while back and offered to help in any way I can should the opportunity arise. Likewise, and now that it appears there is an opportunity, it there is anything 1 can do to assist The Health Plan in rekindling its relationship with CAMC, all you have to do is let me know. Again, thank you for providing this information. tiaraas Insurance Commissioner of West Virginia Offices of the Insurance Commissioner Post Office Box 50540 Charleston, West Virginia 25305?0540 Of?ce: (304) 558-3029 Fax: (304) 558~0412 PRIVILEGED CONFIDENTIAL COMMUNICATION The information transmitted in this email is intended only for the person or entity to whom it is addressed and may contain confidential and/or privileged material. Any use of this information other than by the intended recipient is prohibited. If you receive this message in error, please send a reply email to the sender and delete the material from any and all computers. From: Jeff Knight Sent: Wednesday, November 27, 2019 10:34 To: Dodrill,Jim WV. ov> Cc: Gillespie, Tonya Bell, Jerry John Wright Subject: [Externai] WVU Transaction (Termination) Letter :opeaattachmentsunless 0.1.1 Mr. Dod rill, Attached is a ietter from john Wright, IV, Chairman of The Health Plan Board, regarding our transaction with WVU Health System. Please let me know if you have any questions. Thanks! jeff Knight jet? Knight Senior Kites President tiesoee/?noiyticai P: 740.695.?585 i C: i 1 l0 Main Street, WV 26003 November 27, 20i 9 To: James A. Dodrill West Virginia Department of Insurance Ave Charleston, WV 25302 Re: Project Musket Term Sheet (?Term Sheet?) Between West Virginia United Health System, inc. d/b/a West Virginia University Heaith System and The Health Plan of West Virginia, ind, Dated May l, 2019 Dear Mr. Dodrill, The purpose of this ietter is to notify the Department that the above?referenced Term Sheet {and the transaction contemplated by the Term Sheet) has been terminated. it you or anyone else with the Department desires additional information, please let me know. Sincerely, eme? John Wright, lV Chair Board of Directors 1 l0 Main Street, Wheeiing, WV 26003?2704 F: l.800.624.?961 From: Jeff Knight Sent: Wednesday, November 27, 2019 8:32 AM To: Gillespie, Tonya Subject: RE: CAMC Hi Tonya, i?li be sending a noti?cation to the Commissioner this morning (WVU Termination). I'll copy you on the correspondence. We can talk after if you?re available today. Jeff Jeff Knight Senior Vice President Finance/Analytical P: 740.695.7585 C: 304.281.5478 Healthpig? JeffK@heolthpion.org The i 1 i0 Main Street, Wheeling, WV 26003 EB Notice: The 5; ifDEi?i?lUilOi?i contained in This email message is con?dential iniormoiior'i intended oniy for ine- use: or the individual or entity named above. 1% the render oi this message is noi intended recipient yeti ore hereby notified liiGi any dissemiimiion, dlSli?liiDUiiO? orcoioying of this communication is slriciiy prohibited. VIRUS Even though this eri'loi: has been scan: :eo? ono? found clean of known viruses, The Health Finn {scam-oi guarantee this message is virus free From: Gillespie, Tonya Sent: Monday, November 25, 2019 4:36 PM To: Jeff Knight Subject: CAMC Hi Jeff, i?m following up on our conversation from Friday about the CAMC contract. Did your Board approve the notice? If so, is it being released this week? Any news on a permanent replacement for Mr. Pennington? Any update on these topics is appreciated. ?i?hank you! Tonya Childress Gillespie, CPA Assistant Commissioner, Regulatory West Virginia Offices of the insurance Commissioner 900 Ave, 9th Floor Charleston, WV 25302 Phone: 304-558-5279 ext. 1265 Fax: 304?558-0412 NOTICE: This email is intended for the named recipientls) only. it may contain con?dential and privileged information. Unauthorized viewing or use is prohibited. if you have received this emaii in error, please permanently delete it and notify sender of the same. From: Jeff Knight Sent: Monday, November 25, 2039 4:45 PM To: Gillespie, Tonya l. Subject: RE: CAMC Hi Tonya, Our Board is having a meeting tomorrow night. i believe they? ll be voting on next steps for WVU and CAMC. Once these decisions are made everything else will be much clearer. i will email you tomorrow night or Wednesday morning with more information. leff Jeff Knight Senior Vice President Finance/Analytical P: 740.695.7585 C: 304.281.5478 21" Notice: like intermolinn in this en?aoil message is coni?ic?e ntiol lnlOS'i?l'itlilOi'I intended only lo: the use: oz lite ?s'sd?vidudl or entity nomad above. Ii the seeder of this message is not the intended recipient. you are. l-aeieby notified that any t; issez?ninoi?on, dishes-uncut or copying of this con'irminicclioi'i is siriciiy prohibiled. VERSUS i?JOTl't: Eve-r: li'iougi'i this emu-ii has been scanned and found Clem"; of known viruses. The l'le?lli'i cont-.0? ihis message- is virus nee From: Gillespie, Tonya Sent: Monday, November 25, 2019 4:36 PM To: Jeff Knight Subject: CAMC Hi jeff, I?m following up on our conversation from Friday about the CAMC contract. Did your Board approve the notice? If so, is it being released this week? Any news on a permanent replacement for Mr. Pennington? Any update on these topics is appreciated. Thank you! .1 .1 .1 .0 Main ..Stteet, . Tonya Childress Gillespie, CPA Assistant Commissioner, Regulatory West Virginia Of?ces of the Insurance Commissioner 900 Ave, Hear Charleston, WV 25302 Phone: 304-558?6279 ext. 1265 Fax: 304-558-0412 This email is intended for the named recipientts) only. It may contain confidential and privileged information. Unauthorized viewing or use is prohibited. If you have received this email in error, please permanently delete it and notify sender of the same. From: Hrezo, Robert Sent: Wednesday, November 20, 2019 10:59 AM To: Ryan Ralston; Jeff Knight Cc: Parr, Justin Subject: Agenda for Friday?s Conference Call Attachments: Agenda for 11 22 19 Conf Call with HPWV.docx Ryan Jeff, Please find attached a proposed agenda for Friday?s Conference Call at 3:00 pm. If you have other items that you want to see addressed in the agenda, please feel free to let me know. We can certainly make the necessary updates. Thank you in advance for your time and efforts. Respectfully, Rob I-Irezo Robert J. Hrezo Insurance Financial Specialist West Virginia Offices of the Insurance Commissioner 900 Ave, 7th Floor Charleston, WV 25302 Phone: 304658-6279 ext. 1103 Fax: 304?558?1365 NOTICE: This email is intended for the named recipientls) only. It may contain confidential and privileged information. Unauthorized viewing or use is prohibited. If you have received this email in error, please permanently delete it and notify sender of the same. Agenda for 11/22/19 Conference Call with Health Plan of West Virginia 1. October 2019 Financial Statement Recap any updates to reserve estimates? 2. Status of the Cost Containment Committee Initiatives 3. Contracts: b. Payment Accuracy: c. Vendors: d. Any new initiatives? 3. WVU Health System Transaction Committee update. 4. Appointment of External Actuary for 2039 notification. 5. WV BMS Risk Adjustment estimated receivable update. 6. Pennington Replacement Management Services Agreement WVU Health update. 7. Updated biographical affidavit. 8. Board Member Replacements. 9. Lawsuit Updates. 10. Tennessee MEWA and other MEWAs update. 11. Any additional topics. From: Phil Shimer philshimer?tsgsoiution.com Sent: Friday, October 25, 2019 9:02 AM To: Fix, Subject: RE: [External] Any news? Good morning. So, it?s been a few weeks since my last inquiry - time to check?in with you again for a status update on WVU and The Health Plan. I presume you saw yesterday?s release that Heaith Plan CEO Jim Pennington will step down at the end of the year? My understanding is there will likely be additional departures from the executive team as weii. i learned last week that internai discussions have the plan pushing its initial January target date back six months to iuly, 2020. Anything new on your end - officially or otherwise? Thanks. From: Fix, Sent: Wednesday, October 2, 2019 8:58 AM To: Phil Shimer Subject: RE: [External] Any news? Still nothing has been filed here with no updates. i find recent news stories to highly exaggerated. Fix Director, Rates and Forms West Virginia Offices of the insurance Commissioner 900 Ave, 7th Floor Charleston, WV 25302 Phone: 304?558-6279 ext. 1170 Fax: 304-558-1610 NOTICE: This email is intended for the named recipient(s) oniy. It may contain confidential and privileged information. Unauthorized viewing or use is prohibited. if you have received this email in error, please permanentiy deiete it and notify sender of the same. From: Phii Shimer Sent: Wednesday, October 02, 2019 8:56 AM <30 i nn.Fix wv. ov> Subject: [Externai] Any news? External emali on not Click links oro penattachments unlessyouvenfy sender Jo ly Good morning. Checking in again - to see if anything been filed yet by WVU or Heaith Plan with the If not, do you have any reportable change in status that you can share? All i hear is that due diligence efforts continue - most recently that an actuarial review of the plan?s book of business was still being evaluated. Thanks. From: Phil Shimer Sent: Wednesday, October 02, 2019 8:56 AM To: Fix, Subject: [External] Any news? Jo Iy Good morning. Checking in - again - to see if anything been filed yet by WVU or Health Plan with the If not, do you have any reportable change in status that you can share? All I hear is that due diligence efforts continue - most recently that an actuarial review of the plan?s book of business was still being evaluated. Thanks. From: Tayior, Jamie 0 Sent: Tuesday, October 01, 2019 12:14 PM To: ?Jeff Knight' Final in July 2020? Not sure that I would provide a date until ?led and approved by the department. Jamie Taylor, CFE, PIR Director/Chief Examiner West Virginia Of?ces of the Insurance Commissioner Company Analysis and Examination Division 900 Ave, Floor Charleston, WV 25302 Phone: 304-5586279 ext. 1171 Fax: 304?558?1365 NOTICE: This email is intended for the named recipient(s) only. It may contain con?dential and privileged information. Unauthorized viewing or use is prohibited. If you have received this email in error, please permanently delete it and notify sender of the same. From: Phil Shimer Sent: Friday, September 20, 2019 1:41 PM To: Fix, Subject: Re: [Externai] Status Check Form A Filing Yep - same to you. Really hoping for one that?s a little cooler! Thanks. Sent from my iPhone On Sep 20, 2019, at 1:24 PM, Fix, wrote: Absoiutely! Feet free to check in with me any time! And at least this way we get to work together! Have a great weekend! Fix Director, Rates and Forms West Virginia Offices of the Insurance Commissioner 900 Pennsyivania Ave, Fioor Charleston, WV 25302 Phone: 3046586279 ext. 1170 Fax: 304658?1610 This email is intended for the named recipient(s) oniy. it may contain confidential and privileged information. Unauthorized viewing or use is prohibited. if you have received this emaii in error, please permanently deiete it and notify sender of the same. From: Phil Shimer Subject: Re: [External] Status Check Form A Filing OK I really am sorry to keep making the same request. That said, I know you appreciate that i?ll probably keep raising it until you respond in the affirmative at which point the questions will probably change but continue! Thanks. Sent from my iPhone On Sep 20, 2019, at 1:13 PM, Fix, Joyiynn wrote: We still have not heard a word from them. Fix Director, Rates and Forms West Virginia Offices of the insurance Commissioner 900 Pennsyivania Ave., Fioor Charieston, WV 25302 Phone: 304658-6279 ext. 1170 Fax: 304-558?1610 NOTICE: This emaii is intended for the named recipientis) only. it may contain confidentiai and privileged information. Unauthorized viewing or use is prohibited. if you have received this emaii in error, piease permanently delete it and notify sender of the same. From: Phil Shimer Sent: Friday, September 20, 2019 12:20 PM To: Fix, Joyiynn Subject: [External] Status Check Form A Filing Good afternoon. it being Friday, interims approaching, and apparently couple weeks since I iast checked with you, it?s time for me to again ask: have any OIC form been made by or a WVU~reiated entity with respect to their proposed merge? Please advise if so. If not, have you been provided any kind of a status report? I heard mid~week last that they were thought to be close to wrapping up their due diligence so thought maybe a had been made. Thanks. Sent from my iPhone On Aug 30, 2019, at 8:24 AM, Fix, wrote: Youtoo! Fix Director, Rates and Forms West Virginia Offices of the insurance Commissioner 900 Ave., 7'th Fioor Charleston, WV 25302 Phone: 30465845279 ext. 1170 Fax: 304?558-1610 This email is intended for the named recipientis) only. it may contain confidentiai and privileged information. Unauthorized viewing or use is prohibited. if you have received this email in error, piease permanentiy delete it and notify sender of the same. From: Phil Shimer Sent: Friday, August 30, 2019 8:24 AM To: Fix, Joyiynn Subject: Re: [Externai] Status Check - Form A Filing 0K. Thanks for the quick response I guess I can check that matter off for another week! Have a great holiday! Sent from my iPhone On Aug 30, 2019, at 8:18 AM, Fix, Joyiynn wrote: i?m here! We have nothing filed. Fix Director, Rates and Forms West Virginia Offices of the insurance Commissioner 900 Ave., 7th Floor Charleston, WV 25302 Phone: 30465845279 ext. 1170 Fax: 3046584610 This email is intended for the named recipientls) only. it may contain confidential and privileged information. Unauthorized viewing or use is prohibited. if you have received this email in error, please permanently deiete it and notify sender of the same. From: Phil Shimer Sent: Friday, Augast 30, 2019 8:16 AM To: Fix, Subject: Re: [Externai] Status Check Form A Filing Morning! just performing my due diligence prior to a long weekend. Anything new on the filings front with respect to WVU and Heaith Plan? On the possibility that you are off for an even longer weekend - have a great one! Thanks. Sent from my iPhone On Aug 22, 2019, at 10:55 AM, Fix, wrote: isure will! Fix Director, Rates and Forms West Virginia Offices of the insurance Commissioner 900 Ave, Fioor Charleston, WV 25302 Phone: 304-558-6279 ext. 1170 Fax: 304-558-1610 NOTICE: This email is intended for the named recipient(s) only. It may contain confidential and privileged information. Unauthorized viewing or use is prohibited. if you have received this email in error, please permanently delete it and notify sender of the same. From: Phil Shimer Sent: Thursday, August 22, 2019 10:53 AM To: Fix, do i nnfix wy. ov> Subject: RE: [External] Status Check Form A Filing Jolynn: Thanks so much for the quick response. You can expect that I?ll check-in with you again soon. in the meantime if you do happen to hear anything and you think of it, please let me know. Thanks again. From: Fix, Joyiynn <10 I nn.Fix wy. oy> Sent: Thursday, August 22, 2019 9:55 AM To: Phil Shimer Subiect: RE: [Externai] Status Check - Form A Filing Good morning! We still don?t have it, and we do not have a timeline from them at this point. Fix Director, Rates and Forms West Virginia Offices of the insurance Commissioner 900 Ave, Floor Charleston, WV 25302 Phone: 304-558-6279 ext. 1170 Fax: 304-558-1610 NOTICE: This emaii is intended for the named recipient(s) only. it may contain confidentiai and privileged information. Unauthorized viewing or use is prohibited. if you have received this email in error, piease permanentiy deiete it and notify sender of the same. From: Phil Shimer Sent: Thursday, August 22, 2019 9:38 AM To: Fix, Subject: {External} Status Check Form A Good morning. i think it?s time for me to check-in with you again. As you know, I?ve been looking for any updates regarding a Form A filing (or for that matter any other filings) made by either a reiated entity or by The Heaitn Plan of West Virginia and related to long ago announced intention to acquire The Health Plan. Has anything been filed? If not, have you been provided anything affording you any insight into when such filings might be expected? As always, I appreciate whatever you?re able to provide in the manner of an update. Thanks. From: Cassandra L. Means Sent: Thursday, September 05, 2019 9:16 AM To: Hunter, Erin Subject: RE: Regarding WVUH and The Health Plan Follow Up Flag: Follow up Flag Status: Flagged Erin: Good morning! have passed your email along to Kathy Schultz. My guess would be that it would be Doug Davis from our Consumer and Antinrust Division, but we will confirm today and get back to you. Hope all is well, Cassie From: Hunter, Erin Sent: Wednesday, September 4, 2019 5:24 PM To: Cassandra L. Means Subject: Regarding WVUH and The Health Plan Hi Cassie, During a meeting/call with The Health Plan, one ofour domestic health insurance companies, we were advised that the office had sent 26 questions to The Health Plan primarily looking at anti?trust concerns. I assume this is about WVU Hospital?s intended acquisition of The Health Plan. We have seen several things in the media about this matter, but have not spoken directly to the folks from WVU Hospitals about the matter with any specificity. Do you know who in the office is handling this matter? It may be confidential, but as the primary regulator of the insurance industry in the state we would like to reach out to the office to see whether there is any non?confidential information they could share with us. Thanks Erin Erin K. Hunter Deputy Commissioner/General Counsel West Virginia Offices of the insurance Commissioner 900 Ave, 9th Floor Charleston, WV 25302 Phone: 304658-6279 ext. 3.167 Fax: 304-558-1903 This email is intended for the named recipien?s] only. It may contain confidential and privileged information. Unauthorized viewing or use is prohibited. if you have received this email in error, please permanently delete it and notify sender of the same. From: Phil Shimer Sent: Friday, August 30, 2019 8:24 AM To: Fix, Subject: Re: [External] Status Check - Form A Filing OK. Thanks for the quick response - I guess i can check that matter off for another week! Have a great holiday! Sent from my iPhone On Aug 30, 2019, at 8:18 AM, Fix, wrote: I?m here! We still have nothing filed. Fix Director, Rates and Forms West Virginia Offices of the Insurance Commissioner 900 Ave, 7th Flow Charleston, WV 25302 Phone: 304-558?6279 ext. 1170 Fax: 304-558-1610 NOTICE: This email is intended for the named recipient(s) only. it may contain confidential and privileged information. Unauthorized viewing or use is prohibited. If you have received this email in error, please permanently delete it and notify sender of the same. From: Phil Shimer Sent: Friday, August 30, 2019 8:16 AM To: Fix, (Jo i nn.Fix mm. Subject: Re: [External] Status Check Form A Filing Morning! Just performing my due diligence prior to a long weekend. Anything new on the filings front with respect to WVU and Health Plan? On the possibility that you are off for an even longer weekend - have a great one! Thanks. Sent from my iPhone On Aug 22, 2019, at 10:55 AM, Fix, wrote: I sure Fix Director, Rates and Forms West Virginia Offices of the Insurance Commissioner 900 Ave, 7th Floor Charleston, WV 25302 Phone: 304-558?6279 ext. 1170 Fax: 304-558-1610 NOTICE: This email is intended for the named recipientls) only. It may contain confidential and privileged information. Unauthorized viewing or use is prohibited. If you have received this email in error, piease permanently delete it and notify sender of the same. From: Phil Shimer Sent: Thursday, August 22, 2019 10:53 AM To: Fix, Subject: RE: [External] Status Check Form A Filing Jolynn: Thanks so much for the quick response. You can expect that I?ll check-in with you again soon. In the meantime if you do happen to hear anything and you think of it, please let me know. Thanks again. From: Fix, Sent: Thursday, August 22, 2019 9:55 AM To: Phil Shimer Subject: RE: [External] Status Check - Form A Filing Good morning! We still don?t have it, and we do not have a timeline from them at this point. Fix Director, Rates and Forms West Virginia Offices of the insurance Commissioner 900 Ave, 7th Floor Charleston, WV 25302 Phone: 304658-6279 ext. 1170 Fax: 3046584610 NOTECE: This emaii is intended for the named recipien?s) only. it may contain confidential and privileged information. Unauthorized viewing or use is prohibited. if you have received this email in error, please permanentiy delete it and notify sender of the same. From: Phil Shimer Sent: Thursday, August 22, 2019 9:38 AM To: Fix, Subject: [External] Status Check - Form A Filing Joylyn n: Good morning. I think it?s time for me to check?in with you again. As you know, I?ve been looking for any updates regarding a Form A filing (or for that matter any other filings) made by either a WVU?related entity or by The Health Plan of West Virginia and reiated to tong ago announced intention to acquire The Health Plan. Has anything been filed? If not, have you been provided anything affording you any insight into when such filings might be expected? As always, i appreciate whatever you?re able to provide in the manner of an update. Thanks. From: Hrezo, Robert Sent: Wednesday, August 21, 2019 4:23 PM To: Ryan Raiston; Jeff Knight Cc: Gillespie, Tonya Taylor, Jamie Parr, Justin Subject: Agenda for Friday's Conference Call Attachments: Agenda for Conference Call with Health Plan of West Virginia 8 23 19.docx Ryan and Jeff, Please see the attached agenda for this Friday?s conference call. Let me know if there are any additional items that you would like to address and I can add them to the agenda. Thank you for cooperation. Sincerely, Rob Hrezo Robert J. Hrezo Insurance Financial Specialist Ill West Virginia Offices of the insurance Commissioner 900 Ave, Floor Charleston, WV 25302 Phone: 304658-6279 ext. 1103 Fax: 304?558?1365 NOTICE: This email is intended for the named recipient(s) only. It may contain confidential and privileged information. Unauthorized viewing or use is prohibited. if you have received this email in error, piease permanently delete it and notify sender of the same. 3353051535" Agenda for Conference Call with Health Plan of West Virginia June 2019 Financial Statement Recap any updates to reserve estimates? Premium Deficiency Reserve Estimate and Amortization discussion. Status of the July 2019 Financial Statements any questions from HPWV of WVOIC staff regarding additional reporting requirements. Status of the Cost Containment Committee Initiatives a. Contracts: b. Payment Accuracy: c. Vendors: d. Any new initiatives? NCQU Accreditation Review status update. CAMC Contract Cancellation/Negotiations update. WVU Health System Transaction Committee update. Appointment of External Actuary for 2019 noti?cation. Any additional topics. From: Taylor, Jamie 0 Sent: Tuesday, July 09, 2019 7:38 AM To: Parr, Justin Gillespie, Tonya Subject: FW: Filing FYI From: Jeff Knight Sent: Monday, July 08, 2019 3:58 PM To: Ryan Ratston Taylor, Jamie 0 Subject: RE: Filing lactuallyjust got offthe phone with our transaction attorney and he?s reaching out to Bob O?Neil from WVU right now. idon?t expect any objections from their side. Jeff Knight Senior Wee 8teeittent {Sinenee/enoiytieei SW3 P: 740.695.7585 1 C: 304.283.5478 JeifK@heoEihpion.org i lliO Moin Sireei, Wheeling, WV 26003 From: Ryan Ralston Sent: Monday, July 8, 2019 3:50 PM To: Taylor, Jamie 0 Cc: Jeff Knight Subject: RE: Filing Good afternoon, Jamie. just spoke with Jeff, and the filing is currently with WVU and their attorneys. As soon as they complete their review, we will get it filed. Jeff sent them an email this afternoon to understand their expected timing. We?ll let you know once we have more information. Thanks! Ryan Rolsion Vice President Finance/CFO 97406996236 (3.740.322.4534. From: Taylor, Jamie [mailtodamie.O.Tavior@wv.gov] Sent: Monday, July 8, 2019 1:50 PM To: Ryan Ralston Subject: Filing Any word on the Form ?ling? Jamie Taylor, CFE, PIR Director/Chief Examiner West Virginia Of?ces of the Insurance Commissioner Company Analysis and Examination Division 900 Ave, Floor Charleston, WV 25302 Phone: 304-558?6279 ext. 1171 Fax: 304-558-1365 NOTICE: This email is intended for the named recipient(s) only. It may contain con?dential and privileged information. Unauthorized viewing or use is prohibited. If you have received this email in error, please pennanently delete it and notify sender of the same. From: Drew A. Proudfoot Sent: Friday, May 10, 2019 11:05 AM To: Tayior, Jamie 0; Peter Markham Subject: RE: THP Reporting Requirements Dial in: 8663654406 Access Code: 2852566 We will talk to you at 2:30pm. From: Taylor, Jamie C) Sent: Friday, May 10, 2019 10:54 AM To: Peter Markham Drew A. Proudfoot Subiect: Re: THP Reporting Requirements I can setup a cail~in number if needed. Jamie Taylor, CFE, Director/Chief Examiner West Virginia Offices of the insurance Commissioner Company Analysis and Examination Division 900 Ave, 7th Fioor Charleston, WV 25302 Phone: 3046586279 ext. 1171 Fax: 304658-1365 NOTICE: This email is intended for the named recipient(s) only. it may contain confidential and privileged information. Unauthorized viewing or use is prohibited. if you have received this email in error, please permanently delete From: Peter Markham Sent: Friday, May 10, 2019 10:51:29 AM To: Taylor, Jamie 0; Drew A. Proudfoot Subject: RE: THP Reporting Requirements Perhaps we can setup a call?in number? Drew and are in separate offices. Drew can you arrange a line? Thanks Jamie. From: Taylor, Jamie Sent: Friday, May 10, 2019 10:50 AM To: Drew A. Proudfoot Cc: Peter Markham Subject: Re: THP Reporting Requirements Hi Drew. I received Peters message from yesterday. I?ve been in a conference the last day an half. We talked to on of our attorneys and we are avaiiable at 2:30 this afternoon. Shall we call you? Jamie Taylor, CFE, PIR Director/Chief Examiner West Virginia Offices of the Insurance Commissioner Company Analysis and Examination Division 900 Ave., 7th Floor Charleston, WV 25302 Phone: 304658-6279 ext. 1171 Fax: 304658?1365 This email is intended for the named recipient(s) oniy. it may contain confidential and privileged information. Unauthorized viewing or use is prohibited. If you have received this email in error, piease permanently delete From: Drew A. Proudfoot Sent: Friday, May 10, 2019 10:40:36 AM To: Taylor, Jamie Cc: Peter Markham Subiect: THP Reporting Requirements Jamie, Peter Markham and are attorneys with Bowles Rice and we have been brought on to help The Health Plan with its reporting requirements regarding the WVU transaction. Jeff Knight forwarded your email from earlier this week so we are relatively up to speed. Peter and were hoping to have a quick call with you or a member of your team regarding the OlC?s expectations so that we make sure to comply with all reporting requirements. Do you have time this afternoon after 2:30pm to chat? I don?t imagine it will take longer than a half an houn Thank you in advance for your help, Drew A. Proudfoot . dproudfoot@bowlesrice.com 125 Granville Square Suite 400 Morgantown, WV 26501 Telephone: (304) 285?2566 Facsimiie: (304) 2852526 Big vCard AND This e?maii is con?dential and privileged, and intended only for the review and use of the addressee(s). If you have received this e?mail in error, please notify the sender at (304) 285-2566 or by e-mail at dproudfoot@bowiesricecom. Thank you. Peter Markham omarkham@bowlesrice.com 600 Quarrier Street Charleston, WV 25301 Telephone: (304) 3474107 Bio i vCard Facsimile: (304) 343-3058 AND PREVSLEGED: This e?maii is confidentiai and priviieged. and intended oniy for the review and use of the addressee(s). if you have received this e-mail in error, please notify the sender at (304) 347-110? or by e-mail at omarkham@bowlesrice.com. Thank you. Drew A. Proudfoot dproudfoot?bowiesricecom .E?jgiv ?i?ii?rlflii} erd 125 Granville Square Suite 400 Morgantown, WV 26501 Teiephone: (304) 285-2566 Facsimiie: (304) 285-2526 CONFJDENTIAL AND PRMLEGED: This e~maii is con?dential and priviieged. and intended oniy for the review and use of the addressee(s). if you have received this e?mail in error, piease notify the sender at (304) 285-2566 or by e?mait at dproudfoot@bowiesrioe.oom. Thank you. From: Taylor, Jamie 0 Sent: Tuesday, May 07, 2019 3:58 PM To: Jeff Knight Cc: Parr, Justin Gillespie, Tonya Subject: Press Release Importance: High Good afternoon Jeff, Through multiple news outlets, the Department is seeing that there is a possible acquisition involved with WVU and The Health Plan. Not having the full details of the ?integration partnership?, if WVU does become the owner of The Health Plan, there are holding company ?lings required. From what I gather, there should have been a Form (see referenced Code below) ?led regarding this. I would suggest you (or your Legal staff) as well as WVU folks read the holding company statute and determine the applicable sections. ?33-27-3a. Acquisitions Involving Insurers Not Otherwise Covered; de?nitions; scope; pre-acquisition noti?cation and waiting period; competitive standard; orders and penalties. Pre-acquisition noti?cation and waiting;r period. An acquisition covered by subsection ofthis section may be subject to an order pursuant to subsection of this section unless the acquiring person?les a pre~ acquisition notification and the waiting period has expired. The acquired person may ?le a pre-acquisition notification. The commissioner shall give con?dential treatment to information submitted under this subsection in the same manner as provided in section seven of this article. (I) The Dre-acquisition notification shall be in suchform and contain such information as prescribed by the National Association of Insurance Commissioners relating to those markets that, under paragraph (D), subdivision. (2), subsection of this section, cause the acquisition not to be exempted ?om the provisions of this section. The commissioner may require such additional material and information. as deemed necessary to determine whether the proposed acquisition, if consummated, would violate the competitive standard of subsection of this section. The required information mav include an opinion ofan economist as to the competitive impact of the acquisition in this state accompanied by a summary of the education and experience of such person indicating his or her ability to render an informed opinion. Please keep us informed of any further developments. Thank you. Jamie Taylor, CFE, PIR Director/Chief Examiner West Virginia Of?ces of the insurance Commissioner Company Anaiysis and Examination Division 900 Ave, 7?1 Floor Charleston, WV 25302 Phone: 304-558-6279 ext. 1 171 Fax: 304-558?1365 NOTICE: This email is intended for the named recipient(s) only. It may contain con?dential and privileged information. Unauthorized viewing or use is prohibited. If you have received this email in error, please permanently delete it and notify sender of the same. We are excited to share with you that WVU Medicine and The Health Plan will be publicly announcing their intent to become an integrated delivery and financing network (?Integration") in the coming days. Through the integration, WVU Medicine and The Health Plan aim to improve the health of West Virginians while improving the efficiency of care delivered. The integration will help West Virginia be competitive with surrounding states, such as Maryland, and Virginia, all of which have one or more integrated delivery and financing systems. The integration will help keep both care and jobs in state. HAT lS THE STRUCTURE or: THE The Health Plan will become a member of the West Virginia University Health System (operating under the brand WVU Medicine) in a manner similar to how several hospitals have recently joined WVU Medicine. The Health Plan will remain a nonprofit corporation with a separate board, but will have access to the many shared resources of WVU Medicine. IHAT IS THE PURPOSE OF THE WHY With the acceleration of healthcare reform and government budgetary constraints for healthcare services, it has become critical for healthcare providers and payers to align incentives to maximize efficiency and quality. Through the integration, WVU Medicine and The Health Plan intend to enhance the quality of care they deliver, improve the health of the populations they serve, and slow or reverse the growth in healthcare expenditures. Studies have found that establishing a fully integrated financing and delivery network such as this can help meet these objectives. . OW WILL THE INTEGRATION AFFECT THE CARE DELIVERED TO THE HEALTH MEDICAID AND OTHER The Health Plan?s beneficiaries will not face any disruption to their care as a result of the integration. in the immediate term, members are unlikely to see any difference. in the medium term, we expect the integration to result in better resources for members related to care coordination, wellness, and social work. We also expect the integration to increase access to care through enhanced telemedicine and other forward?thinking health services. WILL THE INTEGRATION HAVE ANY IMPACT ON The Health Plan will continue to otter a managed plan Option for West Virginia state employees. WVU Medicine will continue accepting both managed and non~managed plans, and will continue participating in Comprehensive Care Partnership program. We believe that the integration will provide further Opportunities for WVU Medicine and The Health Plan to collaborate together with to improve the health and wellness of West Virginia state employees. Health Plan 0W THE INTEGRATION AFFECT OTHER HEALTH SYSTEMS AND INDEPENDENT PROVIDERS WEST Medicine hospitats and providers in West Virginia should not experience disruptions to patient care or payment as a result of the integration. The Health Plan continue in its contracts with non~WVU Medicine hospitals and independent providers in West Virginia. Further, The Health Pian intends to continue buiiding collaborative, value?based partnerships with providers across the state. HOW THE AFFECT CONSUMER WVU Medicine wiil continue participating with a number of other Medicaid, Medicare Advantage, and Commercial ptans in order to offer consumers meaningful choice. For example. in addition to originat Medicare, WVU Medicine wiil continue participating in Humans and United Medicare Advantage products. WVU Medicine and The Heaith Pian aiso intend to offer joint products to the market at attractive premium levets to the benefit of consumers. WVU Medicine will seek to maintain positive relationships with ail of its payer partners, but it is possible that one or more payers wilt react negatively to the integration and seek to discontinue or rnodiiy the terms of its participation agreements with WVU Medicine. OW WILL THIS THE HEALTH The integration will not result in any iayotts to The Health Pian?s empioyees. To the contrary, the integration will help to ensure the iong?term viability of The Health Plan?s workforce, keeping West Virginia jobs in West Virginia. ow WILL THIS IMPACT THE WHEELING in many instances where out?otwstate, for~profit corporations acquire West Virginia entities, jobs and corporate headquarters are iost or move oat~ot~state, and the communities suffer. in contrast, through the integration, WVU Medicine and The Health Plan wilt be abte to maintain The Health Pian?s headquarters and workforce in Wheeling tor the toreseeabte future. We believe that WVU Medicine and The Health Pian?s presence in Wheeiing heip promote the revitalization of the Wheeling community. in addition, a non?profit foundation be created through the integration to benefit charitable causes in Wheeling and across West Virginia. Hearth titan