SPECIAL NOTICE
FOR BROKERS/CONSULTANTS
UNITEDHEALTHCARE MERGES WITH OXFORD HEALTH PLANS
We are pleased to announce that the merger between UnitedHealthcare and Oxford Health Plans has been formally completed, uniting two highly complementary organizations focused on creating more choice and access in our markets. UnitedHealthcare’s tri-state operations will be combined with those of Oxford Health Plans under the leadership of Chuck Berg.
Our plan is to blend the best of both companies, creating numerous benefits for our customers, brokers, physicians, hospitals and all of the people we jointly serve. Oxford Health Plans offers consumers access to a broad network of quality health care physicians and providers in the tri-state region, while UnitedHealth Group brings a strong national network. This combination strengthens the offerings and capabilities available to customers of both companies, enabling greater flexibility, choice, and access to the health care system. The blending of these two companies will give us these advantages:
· A comprehensive portfolio of fully insured, self-insured and ancillary products in the tri-state area
· Increased flexibility and broader access to quality health care
· Deep regional health care relationships enhanced by the strength of an extensive national network of services
· Improved efficiency through technology and a shared focus on affordability
· Service tailored to the unique needs of all market segments
Our relationship with you is of paramount importance, and we recognize that you may have questions about product offerings, plan designs, network integration, commissions and other matters. Now that the transaction is closed, we are able, for the first time, to share previously restricted information that is required to make detailed decisions about the combination of the two companies.
As we develop our detailed plans for the combined organization, we will involve representatives from the brokerage community in the decision-making process. Please be assured that expediting the integration of our sales and customer service forces and addressing product, network and sales questions are absolute priorities. Some of the solutions will be obvious, while others will take more time to thoroughly assess and resolve. You have our commitment that we will provide regular updates on the progress we are making.
In the near future we will hold several teleconferences and post additional information on the broker section of UnitedHealthcare’s and Oxford Health Plans web sites. You will receive your invitation to participate in these teleconferences shortly. We will also hold broker seminars in the next 60-90 days to update you on our progress and provide many of the details of the integration. In the interim, you should continue to work with your existing representatives through your normal channels. It is business as usual.
Combining the best local health plans with the best regional and national networks meets an important need in the tri-state marketplace. We look forward to working with you to maximize this shared opportunity. If you have any questions, please contact your representative.
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Oxford Health Plans, 48 Monroe Turnpike, Trumbull, CT 06611
N E W S R E L E A S E
Contact: John Penshorn
Director of Capital Markets
Communications & Strategy
952-936-7214
Mark Lindsay
Director of Public
Communications & Strategy
952-992-4297
UNITEDHEALTH GROUP COMPLETES MERGER WITH
OXFORD HEALTH PLANS, INC.
Minneapolis, Minnesota (July 29, 2004) – UnitedHealth Group (NYSE: UNH) announced that it has received all necessary approvals to complete its merger with Oxford Health Plans, Inc (Oxford) (NYSE: OHP), and that the merger was completed following the close of business today.
Under the merger agreement, Oxford stockholders will receive $16.17 in cash and 0.6357 of a share of UnitedHealth Group common stock for each share of Oxford common stock.
“We look forward to combining the resources of our companies and leveraging our strengths to advance health and well-being on behalf of employers, consumers, physicians and hospitals in the tri-state region,” stated Mr. Charles Berg, who will remain chief executive officer of Oxford and additionally will assume responsibility for all UnitedHealthcare operations serving the tri-state markets.
UnitedHealth Group projects the acquisition will be immediately additive to earnings per share and will bring 2004 full year earnings per share growth to 30 percent or more. The Company is increasing its expectations for 2004 earnings to a range of $3.86 to $3.88 per share, with projected third quarter earnings of $0.99 to $1.00 per share. The Company now projects 2005 results, inclusive of Oxford, in the range of $4.63 to $4.67 per share.
About UnitedHealth Group
UnitedHealth Group (www.unitedhealthgroup.com) is a diversified Fortune 100 company that provides a broad spectrum of resources and services to help people achieve improved health and well-being through all stages of life. UnitedHealth Group offers 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.
About Oxford Health Plans, Inc.
Founded in 1984, Oxford Health Plans, Inc. provides health plans to employers and individuals primarily in New York, New Jersey and Connecticut, through its direct sales force, independent insurance agents and brokers. Oxford’s commercial insured products and services include traditional health maintenance organizations, preferred and exclusive provider organizations, point-of-service plans and consumer-directed health plans. The Company also offers Medicare plans and third-party administration of employer-funded benefits plans. More information about Oxford Health Plans, Inc. is available at www.oxfordhealth.com.
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,” “project,” “will” and similar expressions identify forward-looking statements, which generally are not historical in nature. By their nature, forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from our historical experience and our present expectations or projections. A list and description of some of these 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 and quarterly reports on Form 10-Q. 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.
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