-----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, OwMv3ODb2l8dWKqh2VVuLGONsaUz45AHDrXUtnPjy11y+Q5K+/13a+dks8PpzAuY BWdDvtIwkmxanongI9OVBw== 0000049071-98-000052.txt : 19980812 0000049071-98-000052.hdr.sgml : 19980812 ACCESSION NUMBER: 0000049071-98-000052 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980810 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19980810 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: 98681095 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: August 10, 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 August 10, 1998, Humana Inc. (the "Company" or "Registrant") and United HealthCare Corporation issued a joint press release, indicating that the proposed merger was mutually terminated. A copy of the press release is attached hereto as Exhibit 99 and is incorporated herein by reference. The Company's stockholders meeting scheduled for August 27, 1998 is therefore cancelled. Item 7. Financial Statements and Exhibits. Exhibit 99. Copy of the Company's Press Release dated August 10, 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: August 10, 1998 Exhibit Index Exhibit 99. Copy of the Company's Press Release dated August 10, 1998. EX-99 2 Press Release FOR MORE INFORMATION, CONTACT: Bernie McDonagh Tom Noland Vice President, Investor Relations Vice President, Corporate United HealthCare Communications (612) 936-7214 Humana Inc. (502) 580-3674 Susan Busch Kristi Drablos Director, Media Relations Director of Investor & Public Relations Relations United HealthCare Humana Inc. (612) 936-1932 (502) 580-3644 Humana and United HealthCare Mutually Agree to terminate Merger Plans: LOUISVILLE, KY, and Minneapolis - (August 10, 1998) - Humana Inc. (NYSE: HUM) and United HealthCare Corporation (NYSE: UNH) today announced that they have mutually agreed to terminate the previously announced merger of the two companies. The mutual agreement was approved by the boards of directors of both companies. Humana Inc. is one of the nation's largest publicly traded managed health care companies with approximately 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 services products - to employers groups, government-sponsored plans and individuals. More information about Humana is available at http://www.humana.com. United HealthCare is a diversified health service company that provides a broad spectrum of resources and services to help people achieve improved health and well-being through all stages of life. United HealthCare is organized into six business segments: Health Plans, Retiree and Senior Services, Strategic Business Services, Insurance Services, Specialized Care Services, and Knowledge and Information Services. More information about United HealthCare is available at http://www.unitedhealthcare.com. -----END PRIVACY-ENHANCED MESSAGE-----