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Cobalt Corporation To Present Today At Bear Stearns Healthcare Conference.


Business Editors

MILWAUKEE--(BUSINESS WIRE)--Sept. 8, 2003

Cobalt Corporation (NYSE NYSE

See: New York Stock Exchange
:CBZ CBZ Carbamazepine
CBZ Carbobenzoxy
CBZ Centrale Burgerlijke Ziekeninrichting (Dutch) 
) announced that members of its senior management team are scheduled to appear today at the Bear Stearns The Bear Stearns Companies, Inc. (NYSE: BSC) is the parent company of Bear, Stearns & Co. Inc., one of the largest global investment banks and securities trading and brokerage firms in the world.  16th Annual Healthcare Conference. Cobalt Corporation Chairman and Chief Executive Officer Stephen Bablitch will discuss company developments. Cobalt President and Chief Operating Officer Chief Operating Officer (COO)

The officer of a firm responsible for day-to-day management, usually the president or an executive vice-president.
 Michael Bernstein and Chief Financial Officer Gail Hanson will also be in attendance.

Cobalt's presentation is expected to begin at 9:30 a.m. Eastern time. Investors, analysts and the general public are invited to listen to the audio portion of the presentation via the Cobalt Corporation web site. To access the audio portion and a supporting slide show of the presentation, please visit the Events section at www.cobaltcorporation.com and click on "Latest Investor Presentation."

On June 3, 2003, WellPoint Health Networks Inc. (NYSE:WLP WLP WebLogic Portal (Bea Systems)
WLP Wafer Level Packaging
WLP Women's Learning Partnership (Bethesda, MD)
WLP Workplace Learning & Performance
WLP World Library Partnership, Inc.
), the nation's second largest health insurer, and Cobalt announced that they signed a definitive agreement to merge. The transaction is structured as a merger of Cobalt Corporation with a wholly owned subsidiary Wholly Owned Subsidiary

A subsidiary whose parent company owns 100% of its common stock.

Notes:
In other words, the parent company owns the company outright and there are no minority owners.
 of WellPoint and is intended to be tax free with respect to the WellPoint stock to be received in the transaction by Cobalt shareholders. The consideration to be received by the shareholders of Cobalt will be comprised of $10.25 in cash and WellPoint stock at a fixed exchange ratio of 0.1233 of a share of WellPoint stock for each share of Cobalt stock. Based on WellPoint's stock price on June 3, 2003, the total value would be $20.50 per Cobalt share. The exchange ratio will be adjusted if WellPoint's stock price falls below $70.97 so that Cobalt shareholders receive no less than $8.75 per share in stock consideration and no less than $19.00 in the aggregate. The transaction will be accounted for under the purchase method of accounting.

Completion of the merger is subject to Cobalt shareholder approval, Blue Cross and Blue Shield Association
Blue Cross redirects here. For other uses, see Blue Cross (disambiguation)
The Blue Cross and Blue Shield Association (BCBSA) is a American federation of 39 independent, community-based and locally operated Blue Cross and Blue Shield healthcare
 approval, governmental and regulatory approvals, and other customary closing conditions. WellPoint and Cobalt currently expect the transaction to close by the end of 2003.

Cobalt Corporation is an independent licensee of the Blue Cross and Blue Shield Association, and holds the exclusive license to use the Blue Cross and Blue Shield Blue Shield A US not-for-profit health care insurer that is a reimbursement intermediary for physicians. Cf Blue Cross.  names and marks in the state of Wisconsin. Cobalt is one of four publicly traded Blue Cross and Blue Shield companies. Headquartered in Milwaukee, Wis., Cobalt Corporation (NYSE: CBZ) offers a diverse portfolio of complementary insurance, managed care products and administrative services to employer, individual, insurer and government customers. For more information, visit our web site at www.cobaltcorporation.com.
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Copyright 2003, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

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Publication:Business Wire
Geographic Code:1USA
Date:Sep 8, 2003
Words:432
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