Continuing its march to Wall Street, Anthem
Insurance Cos. Inc. is mailing additional information about its
demutualization and conversion to a stock insurance
company to its estimated 1 million members. The plan of conversion
still needs approval from the Indiana Department of Insurance and
Anthem's members. Proceeds from the sale would be used to pay
demutualization costs, satisfy Anthem's obligation to pay the fair
value of the company to its members, and for general corporate purposes.
The deadline for voting is Oct. 29, 2001.
Anthem
filed plans on Aug. 16, 2001, with the Securities and Exchange
Commission to hold an IPO of 29 million shares of common stock, which
the company estimates could raise as much as $1 billion if the stock
goes public within its target range of $33 to $37 per share.
| The plan must be approved by two-thirds of Anthem's one million voting members as well as the Indiana Department of Insurance. |
The Indianapolis-based health insurer's board of directors had approved
a conversion plan June 21, 2001. The plan must be approved by
two-thirds of Anthem's 1 million voting members as well as the Indiana
Department of Insurance, in which state Anthem is domiciled. Under
Indiana law, the plan calls for payment of the company's fair value to
eligible members in Connecticut, Indiana, and Kentucky. Payment would
come in the form of common stock or cash. If all approvals are
received, the demutualization process should be completed by the end of
2001.
Larry Glasscock, Anthem's president and CEO, says
that going public would allow Anthem to have access to capital markets
for growth and to continue to provide quality health care to its
customers. "We believe that conversion to a stock company structure is
in the best interests of our members and our associates," says
Glasscock.
Anthem provides health care to more than 7
million customers. The insurer is the Blue Cross and Blue Shield
licensee for Colorado, Connecticut, Indiana, Kentucky, Maine, Nevada,
New Hampshire, and Ohio. The insurer says that no policies would be
affected by the demutualization.
| For more information about Anthem's plan to go public, visit Anthem's Web site or call (866) 299-9628. |
More
than 1 million members under health plans in Connecticut, Indiana,
Kentucky, and Ohio are expected to be eligible for compensation in the
form of stock or cash under the plan. Lauren Green-Caldwell, a
spokesperson for Anthem, says those members are eligible to receive
compensation because Anthem merged with Blue Cross Blue Shield HMOs in
those states. The HMOs were mutual insurance companies, meaning members
retained their ownership rights once they merged with Anthem.
Members
in Colorado, Maine, Nevada, and New Hampshire are not eligible to
receive compensation because Anthem purchased nonprofit HMOs to do
business in those states. The proceeds from those sales were used to
fund charitable foundations, thus no ownership rights were involved,
according to Green-Caldwell.
Green-Caldwell says that not
all members in Connecticut, Indiana, Kentucky, and Ohio will be
eligible for compensation. It will depend on what kind of policy they
have.
| "It would give them currency to make acquisitions rather than using good old, ugly cash." |
Ira
Zuckerman, vice president of research at Nutmeg Securities in Westport,
Conn., says that Anthem is going public for the same reason that many
life insurance companies — including Prudential and Principal Financial
Group — are: to raise capital to buy other companies rather than have
to tap into reserves to do so. "It would give them currency to make
acquisitions rather than using good old, ugly cash," he says.
Zuckerman
says that more life insurers than health insurers have gone public
because many life insurers that have done so are national companies,
unlike HMOs, many of which are regional. With rising medical costs,
several HMOs have become financially weaker than life insurance
companies. "Health insurers to some degree have had a little tougher
time," he says.
Still, Zuckerman says that people may
still want to buy Anthem stock because it is one of the more
financially strong health insurers. "I would think that people would
still want to buy Anthem stock," he says. "But we'll see what the
market is like by the time they go public."
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