Sierra Health Svs (NYSE:SIE)
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From Jun 2019 to Jun 2024
UnitedHealth Group (NYSE: UNH) and Sierra Health Services, Inc. (NYSE:
SIE) today announced that they completed their transaction effective as
of the close of business today. Under the merger agreement, Sierra
stockholders receive $43.50 in cash for each share of Sierra common
stock, representing an equity value of approximately $2.6 billion.
The U.S. Department of Justice has provided approval of the acquisition.
As a condition of approval, UnitedHealth Group will divest its
individual SecureHorizons Medicare Advantage HMO plans in Clark and Nye
Counties, which represent approximately 25,000 members. UnitedHealth
Group has reached an agreement to transition these members to Humana
Inc., subject to customary closing conditions.
UnitedHealth Group and Humana have agreed to work together to ensure a
seamless transition of the individual SecureHorizons Medicare Advantage
HMO plans in Clark and Nye Counties and will notify affected members as
details become available. UnitedHealth Group emphasized that
post-divestiture, these members will continue to receive the benefits
they currently have, and there will be no interruption in these members’
health care coverage.
Group SecureHorizons Medicare Advantage plans offered to retirees
through commercial customers or contracts are currently excluded from
the divestiture and will continue to be operated by UnitedHealth Group.
Sierra will retain its Medicare Advantage HMO plans in Nevada which are
offered under the Senior Dimensions brand.
Ken Burdick, CEO of UnitedHealthcare, said, “We
look forward to building on our shared heritage of providing consumers
access to affordable, high-quality health care. Our goal is to offer
Nevadans the most comprehensive range of cost-effective, innovative
health care products and services in the Southwest.”
Jonathon Bunker, president and COO of Sierra, said, “Joining
our two organizations will be good for Nevada’s
health care consumers, good for the many dedicated professionals who
provide their care and good for the employees of Sierra. With greater
resources and advanced technology, we can now build upon our legacy by
providing more options for our members and expanded access to the
largest national network of hospitals, physicians and other care
providers.”
In connection with the transaction, UnitedHealth Group and Sierra also
reached an agreement with Nevada Attorney General Catherine Cortez Masto
that is consistent with the terms of the Department of Justice consent
decree. As part of that agreement, and consistent with UnitedHealth Group’s
longstanding commitment of philanthropic initiatives to improve and
expand health care access for underserved populations, UnitedHealth
Group will make $15 million in charitable contributions over the next
five years to benefit health care consumers and programs in the State of
Nevada.
Today’s news does not impact UnitedHealth
Group’s full year 2008 financial outlook,
which previously included projected results for Sierra. UnitedHealth
Group continues to project full year revenue of approximately $83
billion and earnings in the range of $3.95 - $4.00 per share.
About UnitedHealth Group
UnitedHealth Group 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 seven operating businesses:
UnitedHealthcare, Ovations, AmeriChoice, Uniprise, OptumHealth, Ingenix,
and Prescription Solutions. Through its family of businesses,
UnitedHealth Group serves approximately 70 million individuals
nationwide.
About Sierra Health Services, Inc.
Sierra Health Services, Inc., based in Las Vegas, is a diversified
healthcare services company that operates health maintenance
organizations, indemnity insurers, preferred provider organizations,
prescription drug plans and a multi-specialty medical group. Sierra’s
subsidiaries serve over 860,000 people through health benefit plans for
employers, government programs and individuals. For more information,
visit Sierra’s website at www.sierrahealth.com.
Forward-Looking Statements
This press release may contain statements, estimates, projections,
guidance or outlook that constitute “forward-looking”
statements as defined under U.S. federal securities laws. Generally the
words “believe,” “expect,”
“intend,” “estimate,”
“anticipate,” “plan,”
“project,” “will”
and similar expressions, identify forward-looking statements, which
generally are not historical in nature. These statements may contain
information about financial prospects, economic conditions, trends and
uncertainties. We caution that actual results could differ materially
from those that management expects, depending on the outcome of certain
factors. These forward-looking statements involve risks and
uncertainties that may cause UnitedHealth Group’s
actual results to differ materially from the results discussed in the
forward-looking statements. Some factors that could cause results to
differ materially from the forward-looking statements include: the
potential consequences of the findings announced on October 15, 2006 of
the investigation by an Independent Committee of directors of our
historical stock option practices; the consequences of the restatement
of our previous financial statements, related governmental reviews,
including a formal investigation by the Securities and Exchange
Commission, and review by the Internal Revenue Service, U.S.
Congressional committees, U.S. Attorney for the Southern District of New
York and Minnesota Attorney General, a related review by the Special
Litigation Committee of the Company, and related shareholder derivative
actions, including whether court approval of the settlement agreements
between the Company and certain named defendants and the dismissal of
the derivative claims against all named defendants is obtained,
shareholder demands and purported securities and Employee Retirement
Income Security Act class actions, the resolution of matters currently
subject to an injunction issued by the United States District Court for
the District of Minnesota, a purported notice of acceleration with
respect to certain of the Company’s debt
securities based upon an alleged event of default under the indenture
governing such securities, and recent management and director changes,
and the potential impact of each of these matters on our business,
credit ratings and debt; increases in health care costs that are higher
than we anticipated in establishing our premium rates, including
increased consumption of or costs of medical services; heightened
competition as a result of new entrants into our market, and
consolidation of health care companies and suppliers; events that may
negatively affect our contract with AARP; uncertainties regarding
changes in Medicare, including coordination of information systems and
accuracy of certain assumptions; funding risks with respect to revenues
received from Medicare and Medicaid programs; failure to achieve
business growth targets, including membership and enrollment; increases
in costs and other liabilities associated with increased litigation,
legislative activity and government regulation and review of our
industry; our ability to execute contracts on competitive terms with
physicians, hospitals and other service providers; regulatory and other
risks associated with the pharmacy benefits management industry; failure
to maintain effective and efficient information systems, which could
result in the loss of existing customers, difficulties in attracting new
customers, difficulties in determining medical costs estimates and
appropriate pricing, customer and physician and health care provider
disputes, regulatory violations, increases in operating costs, or other
adverse consequences; possible impairment of the value of our intangible
assets if future results do not adequately support goodwill and
intangible assets recorded for businesses that we acquire; potential
noncompliance by our business associates with patient privacy data;
misappropriation of our proprietary technology; failure to complete or
receive anticipated benefits of acquisitions; the potential consequences
of the New York Attorney General’s
investigation into our provider reimbursement practices; and the outcome
of the divestiture of our individual SecureHorizons Medicare Advantage
HMO plans in Clark and Nye Counties (Nevada) and the integration of the
operations of the Company and Sierra Health Services, Inc. after the
divestiture.
This list of important factors is not intended to be exhaustive. A
further 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 annual reports on Form 10-K,
quarterly reports on Form 10-Q and current reports on Form 8-K. Any or
all forward-looking statements we make may turn out to be wrong. 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.