PacifiCare Health Systems Shareholders Approve Merger with UnitedHealth Group
November 17 2005 - 6:45PM
PR Newswire (US)
CYPRESS, Calif. and MINNEAPOLIS, Nov. 17 /PRNewswire-FirstCall/ --
PacifiCare Health Systems, Inc. (NYSE:PHS) announced that, at a
special shareholder meeting held today, the merger agreement in
which UnitedHealth Group Incorporated (NYSE:UNH) will acquire
PacifiCare was overwhelmingly approved with more than 99% of the
votes cast in favor of the transaction. Under the terms of the
merger agreement announced on July 6, 2005, PacifiCare shareholders
will receive 1.10 shares of UnitedHealth Group stock plus $21.50 in
cash for each PacifiCare share held. The completion of the
transaction remains subject to the termination or expiration of the
waiting period under provisions of the Hart Scott Rodino Antitrust
Improvements Act (HSR), the receipt of all other necessary
regulatory approvals and the satisfaction or waiver of other
conditions. UnitedHealth Group also announced that following
informal discussions with the staff at the Department of Justice
(DOJ), UnitedHealth Group today voluntarily re-filed its HSR
pre-merger notification and report form related to the merger with
PacifiCare. This action will provide the DOJ with additional time
to review the transaction. Management of PacifiCare and
UnitedHealth Group continue to believe the status of the DOJ review
should not affect the anticipated timing of the completion of the
transaction by the fourth quarter of 2005 or first quarter of 2006.
About PacifiCare PacifiCare Health Systems is one of the nation's
largest consumer health organizations with approximately 3.3
million health plan members and approximately 12 million specialty
plan members nationwide. PacifiCare offers individuals, employers
and Medicare beneficiaries a variety of consumer-driven health care
and life insurance products. Specialty plan operations include
behavioral health, dental and vision, and complete pharmacy benefit
management through its wholly owned subsidiary, Prescription
Solutions. More information on PacifiCare Health Systems is
available at http://www.pacificare.com/. About UnitedHealth Group
UnitedHealth Group (http://www.unitedhealthgroup.com/) is a
diversified health and well-being company dedicated to making
health care work better. Headquartered in Minneapolis, Minn.,
UnitedHealth Group offers a broad spectrum of products and services
through six operating businesses: UnitedHealthcare, Ovations,
AmeriChoice, Uniprise, Specialized Care Services and Ingenix.
Through its family of businesses, UnitedHealth Group serves more
than 55 million individuals nationwide. Forward-Looking Statements
This news release may contain statements, estimates or projections
that constitute "forward-looking" statements as defined under U.S.
federal securities laws. Generally the words "believe," "expect,"
"intend," "estimate," "anticipate," "could," "may," "project" and
"will" and variations thereof or similar expressions identify
forward-looking statements, which generally are not historical in
nature. These forward-looking statements are based on current
expectations and projections about future events. By their nature,
forward-looking statements are not guarantees of future performance
or results and are subject to risks and uncertainties that cannot
be predicted or quantified and, consequently, actual results may
differ materially from our historical experience and our present
expectations or projections. A list and description of some of the
risks and uncertainties can be found in our reports filed with the
Securities and Exchange Commission from time to time, including our
annual reports on Form 10-K, quarterly reports on Form 10-Q and
current reports on Form 8-K. You should not place undue reliance on
forward-looking statements, which speak only as of the date they
are made. Except to the extent otherwise required by federal
securities laws, we do not undertake to publicly update or revise
any forward-looking statements. DATASOURCE: PacifiCare Health
Systems, Inc. CONTACT: Tyler Mason, Media Relations,
+1-714-226-3530, , Dan Yarbrough, Investor Relations,
+1-714-226-3540, , both of PacifiCare Health Systems, Inc.; or John
Penshorn, Investor Relations, UnitedHealth Group, +1-952-936-7214,
Web site: http://www.unitedhealthgroup.com/ Web site:
http://www.pacificare.com/
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