SANTA CLARA, Calif.,
May 13, 2021 /PRNewswire/
-- eHealth, Inc. (NASDAQ: EHTH) ("eHealth" or the "Company")
today announced that it has reached an agreement with Starboard
Value LP ("Starboard") to nominate James E.
Murray for election to the eHealth Board at the 2021 Annual
Meeting of Shareholders. Effective today, Mr. Murray will be
a Special Observer of the Board of Directors until the 2021 Annual
Meeting of Shareholders is concluded.
Mr. Murray is a seasoned healthcare industry executive with
30-plus years in executive roles, serving as President and Chief
Operating Officer of Magellan Health and as Chief Financial Officer
and Chief Operating Officer of Humana, among others. He brings to
the eHealth Board a proven ability to drive results in the
commercial and Medicare markets and a strong commitment to
operational excellence.
eHealth has also committed to selecting a new independent Chair
of the Board, to be appointed following the 2021 Annual
Meeting of Shareholders.
"This is a vital time for eHealth, as the actions we are taking
to enhance our operations are starting to gain traction. We are
pleased that we were able to reach this constructive resolution so
we can focus fully on executing our strategic plans and capturing
the significant opportunities ahead," said Scott Flanders, Chief Executive Officer and
Director of eHealth. "We welcome Jim to our Board as we continue to
build on eHealth's differentiated consumer-centric platform, serve
our members and profitably grow our business. We are confident that
eHealth will benefit from Jim's insights and perspectives as we
work to deliver even greater value to our shareholders."
"I am excited to join eHealth's Board at such an important
moment in the Company's growth," said Mr. Murray. "The healthcare
industry continues to evolve, and eHealth is well positioned as
consumers look online to shop for health insurance. I look forward
to leveraging my operating experience and working collaboratively
with Scott and the Board to guide the Company as it continues to
grow, enhance its operations and create shareholder value."
Peter A. Feld, Managing Member of
Starboard commented, "We believe eHealth is well positioned to
continue winning market share and to deliver improved growth,
profitability, and cash generation. We appreciate the constructive
dialogue we have had with members of the Board and management team
over the last several months. Jim
Murray adds critical healthcare expertise and deep
operational knowledge to the Board. We are pleased with his
nomination along with the other recently appointed directors and
governance changes. We look forward to seeing eHealth deliver
improved results and value creation for all shareholders."
With the appointment of John Hass
and Cesar M. Soriano, pursuant to
the terms of eHealth's previously announced agreement with Hudson
Executive Capital LP, and with Mr. Murray's addition to the Board,
the Company will have added six new directors over the last three
years and its Board will consist of nine members, eight of whom are
independent.
Pursuant to its agreement with the Company, Starboard has agreed
to customary standstill and voting commitments, among other
provisions. The full agreement between Starboard and eHealth will
be filed on a Form 8-K with the U.S. Securities and Exchange
Commission (the "SEC").
Jack Oliver to Retire from
Board of Directors
The Company also announced today that, after more than 15 years
of service to eHealth, Jack Oliver
will be retiring from the Board effective at the Company's 2021
Annual Meeting of Shareholders.
"Jack has been instrumental in helping chart a course for
eHealth that has resulted in market-leading returns and positioned
the Company for its next phase of growth," said Mr. Flanders. "I
have personally appreciated his support and counsel throughout the
years. On behalf of the Board, we wish him the very best."
"It has been a privilege to be part of eHealth's incredible
journey," Mr. Oliver said. "I am proud of what we have accomplished
during my tenure on the Board and leave with a great sense of
confidence in Scott, the Board and our management team. eHealth is
a unique company, and I look forward to following its progress
closely as it moves forward."
About James E. Murray
James Murray serves as the
president and chief operating officer of Magellan Health. Mr.
Murray previously served in a number of executive leadership roles
in the healthcare industry, including as president of PrimeWest
Health, a Dallas-based company
which supports physician shift to value-based care, and chief
executive officer of LifeCare HealthPartners, a Dallas-based hospital system. Mr. Murray spent
nearly three decades at Humana, where he held significant
leadership roles, including chief financial officer and chief
operating officer. Prior to joining Humana, Mr. Murray specialized
in the insurance industry as a partner with Coopers & Lybrand,
now PwC. Mr. Murray earned a bachelor's degree in accounting from
the University of Dayton and is a
certified public accountant.
About eHealth
eHealth, Inc. (NASDAQ: EHTH) operates a leading health insurance
marketplace at eHealth.com and eHealthMedicare.com with technology
that provides consumers with health insurance enrollment solutions.
Since 1997, we have connected more than 8 million members with
quality, affordable health insurance, Medicare options, and
ancillary plans. Our proprietary marketplace offers Medicare
Advantage, Medicare Supplement, Medicare Part D prescription drug,
individual, family, small business and other plans from over 180
health insurance carriers across fifty states and the District of Columbia.
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 seeks to invest in deeply
undervalued companies and actively engage with management teams and
boards of directors to identify and execute on opportunities to
unlock value for the benefit of all shareholders.
Advisors
Moelis & Company LLC is serving as financial advisor to
eHealth and Wilson Sonsini Goodrich
& Rosati, Professional Corporation and Vinson & Elkins
L.L.P. are serving as its legal advisors. Olshan Frome Wolosky LLP
is serving as legal advisor to Starboard Value LP.
Forward-Looking Statements
This press release contains statements that are forward-looking
statements as defined within the Private Securities Litigation
Reform Act of 1995. These include statements regarding the
Company's engagement with shareholders, the appointment of
additional directors to the Company's board of directors, the
benefits of adding new directors, the execution by the Company of
its business strategies, the growth of the Company's business, and
the creation of value for shareholders.
These forward-looking statements are inherently subject to
various risks and uncertainties that could cause actual results to
differ materially from the statements made. The risks and
uncertainties that could cause our results to differ materially
from those expressed or implied by such forward-looking statements
include those described in eHealth's most recent Quarterly Report
on Form 10-Q or Annual Report on Form 10-K, filed with the SEC
and available on the investor relations page of eHealth's website
at http://www.ehealthinsurance.com and on the SEC's website at
www.sec.gov.
All forward-looking statements in this communication are based
on information available to eHealth as of the date hereof, and
eHealth does not assume any obligation to update the
forward-looking statements provided to reflect events that occur or
circumstances that exist after the date on which they were made,
except as required by law.
Investor Relations Contact
Kate Sidorovich,
CFA
Vice President, Investor Relations
2625 Augustine Drive, Second Floor
Santa Clara, CA, 95054
650-210-3111
kate.sidorovich@ehealth.com
http://ir.ehealthinsurance.com
Media Relations Contact
Lara Sasken
Vice
President, Communications
2625 Augustine Drive, Second Floor
Santa Clara, CA, 95054
lara.sasken@ehealth.com
www.ehealth.com
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SOURCE eHealth, Inc.