What is the primary reason for this 8-K filing?

The primary reason for this filing is to inform investors that UnitedHealth Group has voluntarily withdrawn its pre-merger notification to the Department of Justice regarding the acquisition of Mid Atlantic Medical Services, Inc. (MAMSI), in order to allow the DOJ more time for its antitrust review.

Will this delay the acquisition of MAMSI?

While this action restarts the antitrust review period, UnitedHealth Group still anticipates that the transaction will close in the first quarter of 2004. The company expects to refile the necessary documentation shortly, indicating the delay is procedural rather than a halt to the merger.

Where can investors find more information about the MAMSI acquisition?

Investors can find more information in the relevant materials filed with the SEC, including a preliminary proxy statement/prospectus filed on November 10, 2003. These documents, along with other SEC filings from both UnitedHealth Group and MAMSI, are available on the SEC's website (www.sec.gov) or can be obtained directly from the companies.

What is the significance of restarting the 30-day waiting period?

Restarting the 30-day waiting period means that the antitrust review process by the DOJ will begin anew from the date of the refiling. This ensures regulators have adequate time to assess any potential competitive concerns arising from the merger, as mandated by antitrust laws.

UNH 8-K SEC Disclosure

Summary

UnitedHealth Group Inc. (UNH) announced on December 3, 2003, that it has voluntarily withdrawn its pre-merger notification to the Department of Justice (DOJ) regarding its proposed acquisition of Mid Atlantic Medical Services, Inc. (MAMSI). This action was taken to provide the DOJ's Antitrust Division with additional time for its review. UnitedHealth Group intends to refile the notification on December 5, 2003, which will restart the 30-day waiting period for antitrust clearance. This development indicates a potential, albeit temporary, delay in the merger process, which UnitedHealth Group still anticipates closing in the first quarter of 2004. Investors should note that while the core transaction remains on track, this antitrust review extension is a procedural step that requires monitoring. Further details regarding the merger and its implications are available in the preliminary proxy statement/prospectus filed with the SEC.

Key Highlights

1UnitedHealth Group (UNH) voluntarily withdrew its Hart-Scott-Rodino antitrust filing for the MAMSI acquisition.
2The withdrawal was to provide the DOJ's Antitrust Division with additional time for review.
3UNH plans to refile the notification on December 5, 2003.
4The refiling will restart the 30-day antitrust waiting period.
5The company still expects the acquisition of MAMSI to close in the first quarter of 2004.
6This is a procedural step in the regulatory approval process for the MAMSI merger.
7Key merger documents, including a preliminary proxy statement/prospectus, have been filed with the SEC.

UNITEDHEALTH GROUP INC 8-K Report (Dec 4, 2003)

Summary

Key Highlights

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