Stockholders Approve Acquisition of TriZetto by Apax Partners
July 14 2008 - 3:25PM
Business Wire
The TriZetto Group, Inc. (NASDAQ: TZIX) announced that at its
special meeting of stockholders this morning, stockholders
representing 34.2 million shares, or 99.8% of shares voted and
79.2% of shares outstanding, voted FOR the proposal to approve and
adopt the agreement and plan of merger previously agreed to among
TZ Holdings, L.P., an entity that is majority-owned by funds
affiliated with Apax Partners, L.P., TZ Merger Sub, Inc., a
wholly-owned subsidiary of TZ Holdings and TriZetto; 48 thousand
shares, or 0.1% of shares outstanding, voted AGAINST; and 8
thousand shares ABSTAINED from voting on the proposal. As
previously announced, as part of the proposed settlement with the
plaintiffs in the class action lawsuits, certain of TriZetto�s
executive officers voted their TriZetto stock in the aggregate in
the same proportion as the vote cast by the other stockholders. �We
are pleased to receive such high stockholder approval for the Apax
transaction,� noted Jeff Margolis, TriZetto�s chairman and CEO, who
presided over today�s meeting. �With this shareholder approval, we
can focus on completing the financing and moving towards a targeted
closing of this transaction as expeditiously as possible.� About
TriZetto TriZetto is Powering Integrated Healthcare Management�.
With its technology touching nearly half of the U.S. insured
population, TriZetto is uniquely positioned to drive the
convergence of health benefit administration, care management and
constituent engagement. The company provides premier information
technology solutions that enable payers and other constituents in
the healthcare supply chain to improve the coordination of benefits
and care for healthcare consumers. Healthcare payers include
national and regional health insurance plans and benefits
administrators that provide transaction services to self-insured
employer groups. The company�s payer-focused information technology
offerings include enterprise and component software, hosting and
business process outsourcing services and consulting. Headquartered
in Newport Beach, Calif., TriZetto can be reached at 949-719-2200
or at www.trizetto.com. Important Notice Regarding Forward-Looking
Statements This press release contains forward-looking statements
that involve risks and uncertainties. The forward-looking
statements are made pursuant to the safe harbor provisions of the
Private Securities Litigation Reform Act of 1995. These
forward-looking statements may include statements about future
revenue, profits, cash flows and financial results, the market for
TriZetto's services, future service offerings, change of control,
industry trends, client and partner relationships, TriZetto's
operational capabilities, future financial structure, uses of cash,
anticipated dilution or accretion of acquisitions or proposed
transactions. Actual results may differ materially from those
stated in any forward-looking statements based on a number of
factors, including the ability of TriZetto to successfully
integrate the businesses of TriZetto and its acquisitions or
partners; the contributions of acquisitions to TriZetto�s operating
results; the effectiveness of TriZetto's implementation of its
business plan, the market's acceptance of TriZetto's new and
existing products and services, the timing of new bookings, risks
associated with management of growth, reliance on third parties to
supply key components of TriZetto's services, attraction and
retention of employees, variability of quarterly operating results,
competitive factors, other risks associated with acquisitions,
changes in demand for third party products or solutions which form
the basis of TriZetto's service and product offerings, financial
stability of TriZetto�s customers, the ability of TriZetto to meet
its contractual obligations to customers, including service level
and disaster recovery commitments, changes in government laws and
regulations; risks associated with rapidly changing technology; and
the risk that TriZetto�s proposed acquisition by Apax Partners is
not consummated; as well as the other risks identified in
TriZetto's SEC filings, including, but not limited to, its annual
report on Form 10-K and quarterly reports on Form 10-Q, copies of
which may be obtained by contacting TriZetto�s Investor Relations
department at 949-719-2225 or at TriZetto�s web site at
www.trizetto.com. All information in this release is as of July 14,
2008. TriZetto undertakes no duty to update any forward-looking
statement to conform the statement to actual results or changes in
the company�s expectations.
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