Ceres (NASDAQ:CERG)
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Ceres Group, Inc. (NASDAQ:CERG) announced today that it
has agreed to purchase, in a private transaction, 1,000,000 shares of
its common stock for an aggregate purchase price of $5,920,000. This
purchase will bring the total number of shares repurchased pursuant to
its previously-announced stock repurchase program to 1,401,988 shares,
at an average price of $5.90 per share. Therefore, the company has
approximately $1.7 million available under the program for future
stock repurchases in the open market or in private transactions.
This purchase of 1,000,000 shares occurred via a private
transaction negotiated with the International Managed Care funds
("IMC"). Two directors of the company, Robert A. Spass and Bradley E.
Cooper, are affiliated with the IMC funds. This transaction was
approved by a majority of the company's disinterested directors. The
purchase price of $5.92 per share represents a discount of 3% to the
average closing price of Ceres' stock for the five trading days ended
August 31, 2005 and a discount of 5% from the closing price of the
common stock on August 31, 2005. No commissions were paid on the
transaction. This transaction is expected to close by September 8,
2005. Before this transaction, the IMC funds held approximately 2.4
million shares of Ceres' common stock.
About Ceres Group
Ceres Group, Inc., through its insurance subsidiaries, provides a
wide array of health and life insurance products through two primary
business segments. Ceres' Medical Segment includes major medical
health insurance for individuals, families, associations and small
businesses. The Senior Segment includes senior health, life and
annuity products for Americans age 55 and over. To help control
medical costs, Ceres also provides medical cost management services to
its insureds. Ceres' nationwide distribution channels include
independent agents and electronic distribution systems. Ceres is
included in the Russell 3000(R) Index. For more information, visit
www.ceresgp.com.
This news release contains certain forward-looking statements with
respect to the financial condition, results of operations and business
of the company. Forward-looking statements are statements other than
historical information or statements of current condition. In light of
the risks and uncertainties inherent in all future projections, the
inclusion of forward-looking statements herein should not be regarded
as representation by the company or any other person that the
objectives or plans of the company will be achieved. Many factors
could cause actual results to differ materially from those
contemplated by such forward-looking statements, including, among
others, business conditions and competition in the healthcare
industry, the failure to successfully implement the business plans
(including the company's growth strategy) for the company and its
subsidiaries, failure to accurately predict claims liabilities,
ability to institute necessary rate increases, ability to develop,
market and administer new and competitive products, developments in
healthcare reform and other regulatory issues (including failure to
meet statutory capital requirements), rising healthcare costs, adverse
outcomes in litigation and related matters, failure to comply with
financial and other covenants in our loan agreement, and performance
of our reinsurers. This review of important factors should not be
construed as exhaustive. Investors and others should refer to Ceres'
filings with the Securities and Exchange Commission, including its
annual report on Form 10-K for the year ended December 31, 2004, and
its quarterly reports on Form 10-Q and other periodic filings, for a
description of the foregoing and other factors. Ceres undertakes no
obligation to update forward-looking statements to reflect events or
circumstances after the date hereof or to reflect the occurrence of
unanticipated events.