WellPoint to Acquire CareMore Health Group

Acquisition of Medicare Advantage Health Plan and Clinics Advances WellPoint's Senior Business Growth and Health Care Value Strategies

INDIANAPOLIS and CERRITOS, Calif., June 8, 2011 /PRNewswire via COMTEX/ -- WellPoint, Inc. (NYSE: WLP), the nation's largest health benefits provider in terms of medical membership, announced today that it has entered into an agreement to acquire CareMore, a senior focused health care delivery program that includes Medicare Advantage plans and clinics designed to deliver proactive, integrated, individualized health care in select California, Arizona and Nevada markets.

The acquisition exemplifies WellPoint's strategic plans to capitalize on new opportunities for growth in the changing marketplace and to create the best health care value in our industry. "The Medicare market is particularly significant for WellPoint's growth strategy," said Angela F. Braly, chair, president and chief executive officer of WellPoint. "We anticipate that more than one million Baby Boomers will age into Medicare every year between now and 2030 across our 14 Blue states."

In order to deliver the best health care value to this population, WellPoint is committed to providing access-based health care products and services that are simple to use and that customers can trust.

"In the last five years we have worked diligently to create and demonstrate the CareMore model can produce superior clinical and financial results in diverse markets," said Alan Hoops, chairman and chief executive officer of CareMore. "We are excited about the opportunities to combine our capabilities with the market presence nationwide of WellPoint and expand the CareMore model within WellPoint's markets."

CareMore's mission is to improve the overall lives and wellbeing of seniors by providing innovative, focused health care approaches to the complex problems of aging, while protecting precious financial resources of seniors and the Medicare Program. The company's model is focused on disease management programs that provide Medicare recipients with a hands-on approach to care coordination and intensive treatment of chronic conditions. CareMore currently serves approximately 54,000members and operates 26 care center clinics staffed with physicians, nurse practitioners, medical assistants, podiatrists, physical therapists, nutritionists, psychologists and case managers. WellPoint is excited about expanding the CareMore model both within existing CareMore markets and to WellPoint markets across the country.

"The acquisition of CareMore aligns with WellPoint's mission of improving the lives of the people we serve and the health of our communities by creating better health outcomes for the senior population through preventive care and screenings, and intensive care management of the frail and chronically ill. We look forward to bringing these leading capabilities to new markets and customers," Braly said.

"The transaction is expected to be neutral to earnings in 2012 and accretive in 2013 and beyond," said Wayne S. DeVeydt, executive vice president and chief financial officer. "We believe our planned expansion provides an attractive long-term return to shareholders relative to other alternatives for returning capital."

The acquisition is expected to close by end of 2011 and is subject to certain state regulatory approvals and standard closing conditions and customary approvals required under the Hart-Scott-Rodino Antitrust Improvements Act.

About WellPoint, Inc.
WellPoint works to simplify the connection between Health, Care and Value. We help to improve the health of our members and our communities, and provide greater value to our customers and shareholders. WellPoint is the nation's largest health benefits company in terms of medical membership, with 34 million members in its affiliated health plans, and a total of more than 70 million individuals served through its subsidiaries. As an independent licensee of the Blue Cross and Blue Shield Association, WellPoint serves members as the Blue Cross licensee for California; the Blue Cross and Blue Shield licensee for Colorado, Connecticut, Georgia, Indiana, Kentucky, Maine, Missouri (excluding 30 counties in the Kansas City area), Nevada, New Hampshire, New York (as the Blue Cross Blue Shield licensee in 10 New York City metropolitan and surrounding counties and as the Blue Cross or Blue Cross Blue Shield licensee in selected upstate counties only), Ohio, Virginia (excluding the Northern Virginia suburbs of Washington, D.C.), and Wisconsin. In a majority of these service areas, WellPoint's plans do business as Anthem Blue Cross, Anthem Blue Cross and Blue Shield, Blue Cross and Blue Shield of Georgia, Empire Blue Cross Blue Shield, or Empire Blue Cross (in the New York service areas). WellPoint also serves customers throughout the country as UniCare. Additional information about WellPoint is available at http://www.wellpoint.com/.