410-141-5255 CCO ACQUISITIONS AND MERGERS: Purpose; Definitions (1) The purpose of OAR 410-141-5255 to OAR 410-141-5280 is that of regulating the control or ownership of a CCO or of a CCO holding company system, in order to promote the public interest including the interests of CCO Members and stakeholders and to advance the goals and mission of the Authority and the Oregon Integrated and Coordinated Care Delivery System described in ORS 414.018 and ORS 414.570. (2) The Authority shall adhere to the following guiding principles when reviewing proposed acquisitions: (a) The health of Oregon Health Plan members and all Oregonians are at the center when analyzing potential impacts of proposed acquisitions; (b) Health equity, access to care, health care quality, and costs are fundamental; (c) The process shall be transparent, robust and informed by the public and stakeholders through meaningful engagement; and (d) The Authority shall use resources wisely and collaborate with DCBS when applicable. (3) Unless the context otherwise requires, as used in OAR 410-141-5255 to OAR 410-141-5280: (a) “Acquiring party” means a person that acquires or attempts to acquire control of a CCO, that enters into an agreement to merge with or otherwise acquire control of a CCO as described in OAR 410-141-5260 or that engages in an activity described in OAR 410-141-5260, or an intermediary or subsidiary corporation that holds, directly or indirectly, the assets or voting securities or assumes the liabilities of a CCO or other entity; (b) “Acquisition” means an agreement, arrangement or activity that results in a person acquiring control of another person, directly or indirectly, including but not limited to an acquisition of voting securities, a merger, an acquisition of assets or bulk reinsurance; (c) “Coordinated Care Organization (CCO)” means a CCO or a person that controls a CCO; (d) “Health Equity” definition: Oregon shall have established a health system that creates health equity when all people can reach their full health potential and well-being and are not disadvantaged by their race, ethnicity, language, disability, age, gender, gender identity, sexual orientation, social class, intersections among these communities or identities, or other socially determined circumstances. Achieving health equity requires the ongoing collaboration of all regions and sectors of the state, including tribal governments to address: (A) The equitable distribution or redistributing of resources and power; and (B) Recognizing, reconciling and rectifying historical and contemporary injustices. (e) “Significant portion” means, when acquired in one transaction or in a related or integrated series of transactions within any consecutive twelve-month period, ten percent or more of: (A) The assets of the CCO; or (B) The CCO’s in-force benefit contracts. Statutory/Other Authority: ORS 413.042, 414.572, 414.591 & 414.605 Statutes/Other Implemented: ORS 414.570-414.686 & 415.001-415.430 History: DMAP 143-2024, amend filed 12/29/2024, effective 01/01/2025 DMAP 38-2020, amend filed 08/05/2020, effective 08/07/2020 DMAP 3-2020, temporary amend filed 02/12/2020, effective 02/12/2020 through 08/09/2020 DMAP 60-2019, adopt filed 12/18/2019, effective 01/01/2020