News Release

New Jersey Department of
Banking and Insurance

Commissioner Marlene Caride

For Immediate Release:
November 1, 2022

For Further Information:
Trish Wallace - E-mail
Dawn Thomas - E-mail
Teresa Sicard-Archambeault - E-mail
(609) 292-5064

TRENTON — Today, as required under law, the New Jersey Department of Banking and Insurance approved an application by Horizon Blue Cross Blue Shield of New Jersey to reorganize its corporate structure as a nonprofit mutual holding company. The approval is subject to 11 conditions imposed by the department to ensure that Horizon operates prospectively in a manner consistent with the objectives of state law, including that Horizon act in the interest of policyholders and maintain financially safe and sound insurance subsidiaries. 

The application was approved under criteria outlined in State law (P.L 2020 c.145), which states that the Commissioner shall approve a plan of mutualization and reorganization unless the Commissioner finds the plan: (1) is contrary to law; (2) would be detrimental to the safety or soundness of the proposed reorganized insurer and insurance company subsidiaries of the proposed mutual holding company; or (3) does not benefit the interests of the policyholders of the health service corporation or treats them inequitably.

The department completed its comprehensive review of the application and supporting documentation submitted by Horizon (also known as Horizon Healthcare Services, Inc.), as well as the public testimony from the three open public hearings, written public comments, and the entire record of the proceeding, and, analyses by consultants engaged by the department, and determined that the reorganization and mutualization of Horizon met the criteria under state law for approval. 

“As required under the law, the department conducted a comprehensive review of Horizon Blue Cross Blue Shield of New Jersey’s plan to reorganize as a mutual holding company and determined that it met the requirements for approval. In order to promote additional protections, the department has imposed conditions on the approval that Horizon must meet so that the intent of the law is maintained into the future,” said Commissioner Marlene Caride. “It is important to note that under the law, the company must maintain its mission as a charitable and benevolent institution, and the state Attorney General has confirmed that any nonprofit mutual holding company formed under the law remains subject to its oversight.” 

The department publicly released the nonconfidential elements of the application, consistent with the provisions of Chapter 145. All public information related to the application and approval, including all public comment received on the application, as well as the documents listed below are available at: nj.gov/hschearings/  

• Order In The Matter Of: Application By Horizon Healthcare Services, Inc, To Form A Mutual Holding Company Pursuant To N.J.S.A. 17:48e-46.1; 

• Post-Hearing Report and Summary and Consultants’ Evaluations of Horizon Healthcare Services, Inc.’s Application for Mutualization & Reorganization;   
  
  
• Health Impact Study on Horizon’s Proposed Reorganization  

As required by Chapter 145, the department held three open public hearings on the plan to form a mutual holding company. Approximately 600 people representing several categories of New Jersey stakeholders offered oral and/or written testimony commenting on the application.

The department engaged Manatt, Phelps & Phillips, LLP and Manatt Health; Oliver Wyman Actuarial Consulting, Inc.; and Rudmose & Noller Advisors, LLC to assist the department in evaluating Horizon’s application, as permitted under the law. 

The department determined that a voluntary health impact study, optional under the  law, would be valuable to its evaluation. The health impact study prepared for the department by Manatt, Phelps & Phillips, LLP and Manatt Health, which may be found on the department website, examines the statutory mission and charitable status issues in regard to Horizon’s restructuring and such restructuring’s potential impact on policyholders and the general public. Specifically, the health impact study reviews Horizon’s commitments made in the Application, focuses on areas where the restructuring may have an impact on policyholders, and considers areas that will require ongoing department monitoring.  The health impact study ultimately concludes that Horizon’s restructuring would maintain the policyholder benefits associated with Horizon’s unique status in the New Jersey market, including explicit Horizon commitments to both its statutory mission and charitable status. 

The conditions set forth by the department with its approval may be found in the department order. They include: An obligation to at all times continue to offer comprehensive individual health coverage in every county in the state;a dividend moratorium, minimum capital requirements in excess of statutory minimums, and the requirement for a parental guarantee; and required quarterly reporting of enterprise-wide capital. 

Under the order, the Effective Time of the reorganization into a mutual holding company structure and the plan of reorganization shall be November 1, 2022. 

To view the application and additional public documents, visit: https://nj.gov/hschearings/