The New York Public Asset Fund Approves WellPoint's Enhanced Acquisition Offer
September 27 2005 - 11:14AM
PR Newswire (US)
NEW YORK, Sept. 27 /PRNewswire-FirstCall/ -- The New York Public
Asset Fund (the Fund) today announced it has agreed to support the
proposed takeover offer of WellChoice Inc. (NYSE:WC) by WellPoint
Inc. (NYSE:WLP) for $77.23 per share - a deal that, if completed,
will return in excess of $4.8 billion to the citizens of New York
based on current valuations. The Fund is WellChoice's largest
shareholder with an approximately 62 percent stake and was created
by New York State legislation in 2002 to maximize the value of its
WellChoice holdings. The Fund's board spent the past several weeks
engaged in takeover discussions with both companies and, based on
concerns it raised, twice negotiated better terms and conditions,
resulting in enhanced incremental value of about $220 million for
the citizens of New York, and more than $360 million for all
WellChoice shareholders. "Our goal during these negotiations, and
throughout the last three years, was simply to deliver nothing
short of the best return possible on the WellChoice shares placed
in our hands," said Mallory Factor, chairman of the Fund's board.
"After careful consideration with our financial and legal advisors,
we determined that $77.23 per share offer in combination with
carefully negotiated terms and conditions sufficiently achieved
that mandate. We are pleased that the actions of the Fund resulted
in WellPoint twice improving the terms and conditions, resulting in
the consummation of the deal." "The purchase price represents a
nearly 50 percent premium above the company's stock price from the
beginning of this year and, more importantly, a more than threefold
increase above the stock's $25-per share initial public offering
value in 2002," Factor said. "I am particularly proud that this
board, starting from scratch three years ago and working without
any employees, will be able to return proceeds of nearly $5 billion
to the citizens for New York ." The New York Public Asset Fund was
created in 2002 to receive and hold 95% of the common stock of
WellChoice, the parent company of Empire HealthChoice, Inc., a Blue
Cross/Blue Shield health insurer converted that year to a for-
profit company. Aided in part by an extremely low-cost base (the
Fund has no employees and it board members are not paid), the Fund
will have returned a total of $4.86 billion since 2002 following
the merger, based on trading prices at the close of business on
September 26. Sagent Advisors acted as the Fund's primary financial
advisor during the negotiations and provided a fairness opinion.
The Blackstone Group served as secondary financial advisor and
provided a fairness opinion. Sidley Austin Brown and Wood served as
the Fund's special legal advisor. DATASOURCE: The New York Public
Asset Fund CONTACT: Tom Johnson, Abernathy MacGregor,
+1-212-371-5999
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