-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Sx+bKgeLw1qt46954BDk8Bc6WAzqR9n8jJywZ/mw4eQ/uKj4JTpW7V6i1xP9KykB rB39NV4VaQ7hqZsXg22YXQ== 0000049071-98-000059.txt : 19980922 0000049071-98-000059.hdr.sgml : 19980922 ACCESSION NUMBER: 0000049071-98-000059 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980915 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19980921 SROS: NYSE FILER: COMPANY DATA: COMPANY CONFORMED NAME: HUMANA INC CENTRAL INDEX KEY: 0000049071 STANDARD INDUSTRIAL CLASSIFICATION: HOSPITAL & MEDICAL SERVICE PLANS [6324] IRS NUMBER: 610647538 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-05975 FILM NUMBER: 98712367 BUSINESS ADDRESS: STREET 1: 500 W MAIN ST CITY: LOUISVILLE STATE: KY ZIP: 40202 BUSINESS PHONE: 5025801000 FORMER COMPANY: FORMER CONFORMED NAME: EXTENDICARE INC DATE OF NAME CHANGE: 19740404 FORMER COMPANY: FORMER CONFORMED NAME: HERITAGE HOUSE OF AMERICA INC DATE OF NAME CHANGE: 19671129 8-K 1 SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K Current Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: September 15, 1998 (Date of Earliest Event Reported) HUMANA INC. (Exact name of Registrant as specified in its Charter) Delaware 1-5975 61-0647538 (State of (Commission (I.R.S. Employer Incorporation) File Number) Tax Identification No.) 500 West Main Street Louisville, KY 40202 (Address of principal executive offices) (502) 580-1000 (Registrant's telephone number, including area code) Item 5. Other Events On September 15, 1998, Humana Inc. (the "Company" or "Registrant") issued a press release, a copy of which is attached hereto as Exhibit 99 and is incorporated herein by reference. Item 7. Financial Statements and Exhibits. Exhibit 99. Copy of the Company's Press Release dated September 15, 1998. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned hereunto duly authorized. HUMANA INC. _________________________________ By: Arthur P. Hipwell Senior Vice President and General Counsel Dated: September 21, 1998 Exhibit Index Exhibit 99. Copy of the Company's Press Release dated September 15, 1998. EX-99 2 500 West Main Street P.O. Box 1438 Louisville, KY 40201-1438 http://humana.com news release FOR MORE INFORMATION CONTACT: Tom Noland Vice President - Corporate Communications HUMANA (502)-580-3674 E-MAIL: tnoland@humana.com Kristi Drablos Director - Investor Relations (502)-580-3644 E-MAIL: kdrablos@humana.com Humana Completes Review of Business Strategy Will exit two unprofitable Medicare markets Will take $132 million third quarter charge Management to detail strategy in Boston and New York presentations LOUISVILLE, KY, September 15, 1998 - Humana Inc. (NYSE: HUM) announced today that the company has completed a thorough review of its business strategy in light of the termination of its proposed merger with United HealthCare. As a result of expected merger synergies that will now not materialize, Humana will exit Sarasota and Treasure Coast, Florida, which are predominantly Medicare product markets; Springfield and Jefferson City, Missouri, which are predominantly commercial product markets; and one of its largest Medicaid markets. The company intends to honor its contractual commitments to customers, providers and members in all the affected markets. Members of Humana's senior management will detail the company's business strategy in presentations to securities analysts and investors in Boston on Sept. 23 and New York on Sept. 24. - MORE - 500 West Main Street P.O. Box 1438 Louisville, KY 40201-1438 http://humana.com Page 2 news release The company also announced that it will take a charge against 1998 third quarter earnings of $132 million ($84 million after tax, or $.50 per diluted share). Costs for exiting markets and discontinuing products approximate $63 million and include expected losses on insurance contracts, severance and lease termination costs. The charge also includes $52 million related to asset write-offs, costs related to the company's contractual relationships with various physician practice management companies and merger dissolution costs. "These actions are the result of a thorough analysis of our business by the management and board of Humana in light of our determination to remain an independent public company," said Gregory H. Wolf, Humana's President and Chief Executive Officer. "We had anticipated improved performance in certain of our markets from planned initiatives, including the synergies that would have resulted from the proposed merger. We now believe it is appropriate to exit these markets in a manner consistent with our successful strategy of divesting non-strategic assets." The final element of the charge is a one-time $17 million associate incentive for the company's 17,000 employees, excluding officers. "Management believes the associate retention program will encourage the continued commitment of Humana associates who have remained focused on achieving our earnings goals," said Mr. Wolf. "Our success over 30 years as a public company is due in large measure to the skill, resourcefulness and commitment of our associates. This is the appropriate time for an investment in their future - and the company's - that will contribute substantially to long-term shareholder value." - MORE - 500 West Main Street P.O. Box 1438 Louisville, KY 40201-1438 http://humana.com Page 3 news release Humana Inc., headquartered in Louisville, Ky., is one of the nation's largest publicly traded managed health care companies with more than 6.2 million medical members located primarily in 16 states and Puerto Rico. Humana offers coordinated health care through a variety of plans - health maintenance organizations, preferred provider organizations, point-of-service plans, and administrative service products - to employer groups, government- sponsored plans and individuals. More information about Humana is available at http://www.humana.com. This press release contains forward-looking information. The forward- looking statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be significantly impacted by certain risks and uncertainties described in Humana's Annual Report on Form 10-K filed with the Securities and Exchange Commission for the year ended December 31, 1997. ### -----END PRIVACY-ENHANCED MESSAGE-----