Small picture of Wisconsin capital.State of Wisconsin, Office of the Commissioner of Insurance
Abbreviation for Office of the Commissioner of Insurance, O C I.
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   Information on Insurance Company Mergers, Acquisitions and Conversions

Information on the Acquisition of PacifiCare Health Systems, Inc.,
by UnitedHealth Group Incorporated, and the Acquisition of Control
of American Medical Security Life Insurance Company

On July 8, 2005, UnitedHealth Group Incorporated, filed a statement regarding the acquisition of control of or merger with a domestic insurer pursuant to s. 611.72, Wis. Stat. The Wisconsin domestic insurer affected by this transaction is American Medical Security Life Insurance Company.

The plan of acquisition will be implemented through an Agreement and Plan of Merger dated as of July 6, 2005, by and among UnitedHealth Group Incorporated, Point Acquisition LLC, and PacifiCare Health Systems, Inc. Under the proposed plan of acquisition, each share of PacifiCare Health System, Inc.'s common stock issued and outstanding will be converted to the right to receive (i) $21.50 in cash and (ii) 1.10 shares of UnitedHealth Group Incorporated common stock. The consideration to be paid PacifiCare Health System, Inc.'s shareholders is not subject to adjustment.

The plan of acquisition, along with all pertinent correspondence and statutorily required information, will be placed in this section of the OCI's Web site. As required by law, OCI will hold a public hearing concerning this application for acquisition of control. The application is under review. The hearing date has yet to be determined, but once a hearing notice is issued, it will be posted promptly to this section of OCI's Eeb site. During the hearing, members of the public will have an opportunity to present their views on the plan of acquisition.

Notations on Accessing Information

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Application Material Filed on July 8, 2005


Application Material filed August 2, 2005


Application Material filed August 9, 2005


Application Material - Questions & Answers


Application Material filed August 11, 2005


Application Material filed August 12, 2005


OCI's request for information dated September 6, 2005


Application Material filed on September 14, 2005


Application Material filed September 20, 2005


Application Material filed September 22, 2005


Application Material filed September 29, 2005


Final Decision Dated November 9, 2005


Updated: November 29, 2005

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