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WellPoint, Inc. (“WellPoint”) announced today an amendment (the “Amendment”) to the terms of its previously announced cash tender offers for $600 million aggregate principal amount of its outstanding notes, in each case at a purchase price determined in accordance with the procedures of a modified “Dutch Auction,” as set forth in the offer to purchase dated July 30, 2013 (the “Offer to Purchase”) and the related letter of transmittal (together with the Offer to Purchase, the “Offer Documents”). The Amendment modifies the terms of the tender offer with respect the 5.950% Notes due 2034 (the “2034 Notes”) to provide that the 2034 Notes may be tendered and accepted or withdrawn in denominations of $2,000 and integral multiples of $1,000 in excess thereof, rather than in the Authorized Denomination of $2,000 and integral multiples of $2,000 in excess thereof, as previously set forth in the Offer Documents. While WellPoint will accept tenders and withdrawals of the 2034 Notes in denominations of $2,000 and integral multiples of $1,000 in excess thereof, in the event an Offer is oversubscribed and proration is necessary, it will make appropriate adjustments downward to the next $1,000 principal amount with respect to each Holder validly tendering 2034 Notes at a Bid Premium equal to the applicable Clearing Premium such that the 2034 Notes being returned would be in the Authorized Denomination of $2,000 and integral multiples of $2,000 in excess thereof.
All other terms set forth in the Offer Documents remain unchanged. Capitalized terms used in this press release and not defined herein have the meanings given to them in the Offer to Purchase.
BofA Merrill Lynch and Deutsche Bank Securities are acting as dealer managers for the Offers. For additional information regarding the terms of the Offers, please contact: BofA Merrill Lynch at 888-292-0070 (toll-free) or 980-683-3215 (collect) or Deutsche Bank Securities at 866-627-0391 (toll-free) or 212-250-2955 (collect). Requests for the Offer Documents may be directed to D.F. King & Co., Inc., which is acting as the Tender Agent and Information Agent for the Offers, at 212-269-5550 or 800-488-8095 (toll-free).