Commissioner Approves Acquisition of Oxford Health by United
Furthers Commitment to Quality Healthcare in New Jersey

TRENTON - To ensure that healthcare remains accessible to New Jerseyans, Banking and Insurance Commissioner Holly C. Bakke issued an order approving the acquisition of Oxford Health Plans (NJ), Inc. by UnitedHealth Group, Inc. The merger was also approved by California, Connecticut and New York. The merger was approved pursuant to statute.

In approving this merger, creating the third largest healthcare insurer in New Jersey, Commissioner Bakke stressed the importance of the marketplace's responsibility to preserve access to healthcare and address the issue of the uninsured. In her order, Commissioner Bakke issued an industry-wide challenge to the state's healthcare insurance system to demonstrate corporate responsibility by increasing their financial commitment to promoting quality care for all New Jerseyans.

Today, in response to Bakke's challenge, UnitedHealthcare, an affiliate of UnitedHealth Group, issued a letter committing at least $300,000 annually for each of the next four years to purchase mammography-imaging equipment for 501-C3 federally qualified healthcare centers. As part of its commitment, UnitedHealthcare has committed to working with the Department of Banking and Insurance to facilitate the placement of this equipment in federally qualified healthcare centers.

"New Jersey celebrates another victory in the battle against breast cancer," Governor James E. McGreevey said. "Just one month ago, I signed into law a bill requiring health insurance companies to cover annual mammograms for young women. UnitedHealthcare goes beyond that minimum responsibility by sponsoring programs to ensure that these vital preventative screenings are available to all New Jersey patients."

"UnitedHealthcare has shown itself to be a good corporate citizen interested in improving the health of New Jersey residents," Commissioner Bakke said. "I applaud their commitment to improving access and availability of healthcare to those whose basic needs are not being met."

UnitedHealthcare becomes the first company to respond to the Commissioner's challenge by making a multi-year commitment to improve access to health care for all New Jersey residents, especially the uninsured. Commissioner Bakke hopes that this will encourage other healthcare providers in the state to follow suit.

"United Healthcare and Oxford would like to applaud Commissioner Bakke and her staff for their efforts in broadening access to life-saving healthcare for uninsured citizens of the state," said Bob Sheehy, CEO of UnitedHealthcare. "We are pleased to sponsor this new and innovative program to further demonstrate our commitment to all New Jersey residents."

Commissioner Bakke's decision to approve UnitedHealthcare's acquisition of Oxford came after a thorough review of the proposed merger. Under New Jersey law, the proposed acquisition must complete a seven-prong test. Commissioner Bakke found that none of the seven statutory disqualifiers existed in this filing or public hearing.

The statutory requirements are designed to protect the public interest by ensuring the financial stability of the merged entities. These include:

• If the acquired company will be able to continue to maintain its license as an HMO in New Jersey;
• Whether the acquisition would substantially lessen competition in the New Jersey health insurance market or create a monopoly;
• If the financial condition of both merging companies will be jeopardized due to a merger;
• Whether a merger will create changes in the corporate structure of both companies, which would be unfair or unreasonable to the acquired company's policyholders; or if the merger is not in the public's best interest;
• The new leadership spurred from a merger must prove to be competent and possess the requisite ability to run the newly formed company; and
• The merger must not be hazardous or prejudicial to New Jersey consumers.

The Department found that the merger would result in various efficiencies that would enable a combined entity to achieve lower costs than it could have achieved as separate companies. This will allow the combined company to offer health plans at a lower price. Cost savings will affect two areas: favorable reimbursement rates for Oxford members and efficient administrative operations through a consolidated effort.