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):AUGUST 4, 2005
HEALTH NET, INC.
(Exact Name of Registrant as Specified in Charter)
| | | | |
| Delaware | | 1-12718 | | 95-4288333 |
(State or other Jurisdiction of
Incorporation) | | (Commission
File Number) | | (IRS Employer
Identification No.) |
21650 Oxnard Street
Woodland Hills, California 91367
(Address of Principal Executive Offices) (Zip Code)
(818) 676-6000
(Registrant’s telephone number, including area code)
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:
| ¨ | 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)) |
Section 2- Financial Information
| Item 2.02 | Results of Operations and Financial Condition. |
On August 4, 2005, Health Net, Inc. (the “Company”) issued a press release announcing its earnings for the quarter ended June 30, 2005 and held a conference call to discuss its earnings for the quarter ended June 30, 2005. The press release and the transcript of the conference call disclose certain financial information, such as days claims payable and earnings per share, that is considered non-GAAP financial information. The Company believes this non-GAAP financial information provides useful information to both management and investors by excluding certain expenses and other one-time items that are not indicative of our core operating results. Management refers to this financial information to facilitate internal and external comparisons to the Company’s historical operating results and for forecasting purposes. This non-GAAP financial information should be considered in addition to, not as a substitute for financial information prepared in accordance with GAAP. As used herein, “GAAP” refers to accounting principles generally accepted in the United States.
The press release and a transcript of the conference call are attached hereto as Exhibit 99.1 and Exhibit 99.2, respectively.
Section 9- Financial Statements and Exhibits
| Item 9.01 | Financial Statements and Exhibits. |
(c) Exhibits
| | |
| |
| 99.1 | | Press Release dated August 4, 2005 announcing results for the quarter ended June 30, 2005 for Health Net, Inc. |
| |
| 99.2 | | Transcript of a conference call held on August 4, 2005 to discuss Health Net, Inc.’s earnings for the quarter ended June 30, 2005. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: August 8, 2005
| | |
HEALTH NET, INC. |
| |
By: | | /s/ B. Curtis Westen |
| | | B. Curtis Westen |
| | | Senior Vice President, General Counsel and Secretary |
EXHIBIT INDEX
| | |
Exhibit
Number
| | Description
|
| |
| 99.1 | | Press Release dated August 4, 2005 announcing results for the quarter ended June 30, 2005 for Health Net, Inc. |
| |
| 99.2 | | Transcript of a conference call held on August 4, 2005 to discuss Health Net, Inc.’s earnings for the quarter ended June 30, 2005. |
