NEW YORK, Feb. 22, 2019 /PRNewswire/ -- Starboard Value LP
(together with its affiliates, "Starboard"), one of the largest
shareholders of Magellan Health, Inc. ("Magellan" or the
"Company")(NASDAQ: MGLN), with an ownership interest of
approximately 9.8% of the Company's outstanding shares, today
announced that it will be nominating a full slate of highly
qualified candidates for election to the Board of Directors (the
"Board") at the Company's 2019 Annual Meeting of Shareholders (the
"Annual Meeting"). Starboard expects that five of the
Company's nine current Board members will be standing for election
at the Annual Meeting, and if that remains the case, Starboard has
indicated that it would withdraw one of its six director
candidates.
Starboard also announced today that it has issued an open letter
to Magellan shareholders, which, among other things, details the
extensive and prolonged underperformance at Magellan and includes
the identity and biographies of each of Starboard's six director
candidates.
The full open letter to Magellan shareholders can be viewed at
the following link:
http://www.starboardvalue.com/wp-content/uploads/Starboard_Value_LP_Nomination_Letter_to_MGLN_Shareholders_02.22.2019.pdf
About Starboard Value LP
Starboard Value LP is a
New York-based investment adviser
with a focused and differentiated fundamental approach to investing
primarily in publicly traded U.S. companies. Starboard invests in
deeply undervalued companies and actively engages with management
teams and boards of directors to identify and execute on
opportunities to unlock value for the benefit of all
shareholders.
Investor contacts:
Peter
Feld, (212) 201-4878
Patrick Sullivan, (212) 845-7947
www.starboardvalue.com
CERTAIN INFORMATION CONCERNING THE
PARTICIPANTS
Starboard Value LP, together with the other participants named
herein (collectively, "Starboard"), intends to file a preliminary
proxy statement and accompanying WHITE proxy card with the
Securities and Exchange Commission ("SEC") to be used to solicit
votes for the election of its slate of highly-qualified director
nominees at the 2019 annual meeting of stockholders of Magellan
Health, Inc., a Delaware
corporation (the "Company").
STARBOARD STRONGLY ADVISES ALL STOCKHOLDERS OF THE COMPANY TO
READ THE PROXY STATEMENT AND OTHER PROXY MATERIALS AS THEY BECOME
AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. SUCH
PROXY MATERIALS WILL BE AVAILABLE AT NO CHARGE ON THE SEC'S WEB
SITE AT HTTP://WWW.SEC.GOV. IN ADDITION, THE PARTICIPANTS IN THIS
PROXY SOLICITATION WILL PROVIDE COPIES OF THE PROXY STATEMENT
WITHOUT CHARGE, WHEN AVAILABLE, UPON REQUEST. REQUESTS FOR COPIES
SHOULD BE DIRECTED TO THE PARTICIPANTS' PROXY SOLICITOR.
The participants in the proxy solicitation are anticipated to be
Starboard Value LP, Starboard Value and Opportunity Master Fund Ltd
("Starboard V&O Fund"), Starboard Value and Opportunity S LLC
("Starboard S LLC"), Starboard Value and Opportunity C LP
("Starboard C LP"), Starboard Value and Opportunity Master Fund L
LP ("Starboard L Master"), Starboard Value L LP ("Starboard L GP"),
Starboard Value R LP ("Starboard R LP"), Starboard Value R GP LLC
("Starboard R GP"), Starboard Value GP LLC ("Starboard Value GP"),
Starboard Principal Co LP ("Principal Co"), Starboard Principal Co
GP LLC ("Principal GP"), Jeffrey C.
Smith, Peter A. Feld,
Gavin T. Molinelli, Leslie V. Norwalk, Guy
Sansone, Steven J. Shulman
and Shirley A. Weis.
As of the date hereof, Starboard V&O Fund beneficially owns
directly 1,619,353 shares of Common Stock, $0.01 par value per share, of the Company (the
"Common Stock"). As of the date hereof, Starboard S LLC directly
owns 228,603 shares of Common Stock. As of the date hereof,
Starboard C LP directly owns 130,301 shares of Common Stock.
As of the date hereof, Starboard L Master directly owns
85,229 shares of Common Stock. Starboard L GP, as the general
partner of Starboard L Master, may be deemed the beneficial owner
of the 85,229 shares owned by Starboard L Master. Starboard R LP,
as the general partner of Starboard C LP, may be deemed the
beneficial owner of the 130,301 shares owned by Starboard C LP.
Starboard R GP, as the general partner of both Starboard R LP and
Starboard L GP, may be deemed the beneficial owner of an aggregate
of 215,530 shares of Common Stock directly owned by Starboard C LP
and Starboard L Master. As of the date hereof, 305,614 shares of
Common Stock were held in an account managed by Starboard
Value LP (the "Starboard Value LP Account"). Starboard Value LP, as
the investment manager of each of Starboard V&O Fund, Starboard
C LP, Starboard L Master and the Starboard Value LP Account and the
manager of Starboard S LLC, may be deemed the beneficial owner of
an aggregate of 2,369,100 shares of Common Stock directly owned by
Starboard V&O Fund, Starboard S LLC, Starboard C LP, Starboard
L Master and held in the Starboard Value LP Account. Each of
Starboard Value GP, as the general partner of Starboard Value LP,
Principal Co, as a member of Starboard Value GP, Principal GP, as
the general partner of Principal Co and each of Messrs. Smith and
Feld, as a member of Principal GP and as a member of each of the
Management Committee of Starboard Value GP and the Management
Committee of Principal GP, may be deemed the beneficial owner of
2,369,100 shares of Common Stock directly owned by Starboard
V&O Fund, Starboard S LLC, Starboard C LP, Starboard L Master
and held in the Starboard Value LP Account. As of the date hereof,
Mr. Sansone directly beneficially owns 2,275 shares of Common
Stock. As of the date hereof, Mr. Shulman directly beneficially
owns 10,000 shares of Common Stock. As of the date hereof, Mr.
Molinelli, Ms. Norwalk and Ms. Weis do not own any shares of Common
Stock.
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SOURCE Starboard Value LP