Proposed Acquisition of Control of Dean Health Insurance, Inc., and Dean Health Plan, Inc.

​​​​​Last Updated:  November 22, 2021

Information on the Proposed Acquisition of Control of Dean Health Insurance, Inc., and Dean Health Plan, Inc. by Medica Holding Company

The Statement Regarding the Acquisition of Control of or Merger with a Domestic Insurer (the “Statement") was submitted by Medica Holding Company, a Minnesota nonprofit corporation (“Medica" or “Applicant") in connection with a proposed formation of a joint venture between SSM Health Care Corporation (“SSM") and Medica related to Dean Health Insurance, Inc., and Dean Health Plan, Inc. (the “Transaction"). The Transaction would result in a change of control of Dean Health Insurance, Inc., and Dean Health Plan, Inc.

Filings

• Form A

• Organizational Chart Post-Transaction

• Contribution and Purchase Agreement [CONFIDENTIAL]

• Contribution and Purchase Agreement - Redacted

• Applicant's Ownership Chart

• Biographical Affidavits for the Directors and Executive Officers of Medica [CONFIDENTIAL]

• List of DHI and DHP Directors and Executive Officers

• Biographical Affidavits for the Directors, Executive Officers, and Key Personnel of Newco, DHI, and DHP (if not provided in Biographical Affidavits for the Directors and Executive Officers of Medica) [CONFIDENTIAL]

• Annual Statement of DHI and DHP for years ended 2020, 2019, and 2018 (on file with OCI)
• DHI 2020 Annual Statement

• DHI 2019 Annual Statement

• DHI 2018 Annual Statement

• DHP 2020 Annual Statement

• DHP 2019 Annual Statement

• DHP 2018 Annual Statement

• Quarterly Financial Statements of DHI and DHP for 2021 year-to-date (on file with OCI)
• DHI Q1 2021

• DHI Q2 2021

• DHP Q1 2021

• DHP Q2 2021

• Financial Projections for DHI and DHP for 2022, 2023, and 2024 [CONFIDENTIAL]

• Audited annual combined financial statement of Medica's controlled subsidiaries for fiscal years 2016-2020 and a balance sheet and income statement for Medica Holding Company for fiscal years 2016-2020
• Medica Financial Statements 2020 and 2019 [CONFIDENTIAL]

• Medica Financial Statements 2019 and 2018 [CONFIDENTIAL]

• Medica Financial Statements 2018 and 2017 [CONFIDENTIAL]

• Medica Financial Statements 2017 and 2016 [CONFIDENTIAL]

• Medica Financial Statements 2016 and 2015 [CONFIDENTIAL]

• Quarterly consolidated financial statements of Medica Holding Company and its controlled subsidiaries for 2021 year-to-date [CONFIDENTIAL]

• Agreements between MSC or its Affiliates and the Newco Companies and/or DHSC for the provision of certain administrative support services [CONFIDENTIAL]

• Agreements between MSC or its Affiliates and the Newco Companies and/or DHSC for the provision of certain administrative support services - Redacted

• Agreements between SSM or its Affiliates and the Newco Companies and/or DHSC for the provision of certain administrative support by SSM or its Affiliates to DHSC [CONFIDENTIAL]

• Agreements between SSM or its Affiliates and the Newco Companies and/or DHSC for the provision of certain administrative support by SSM or its Affiliates to DHSC - Redacted

• Retention Agreement with Key Employees of DHP or DHI [CONFIDENTIAL]

Hearing Documents

• Hearing Notification
• Notice of Hearing
• List of Exhibits
• Case Recommendation Memo

Proposed Decision

• Proposed Decision Notification
• Proposed Decision
• Waiver of Right to Object - Medica
• Waiver of Right to Object - Dean

Final Decision

• Final Decision Notification
• Final Decision