WellPoint Enters Agreement to Divest of 1-800 CONTACTS Subsidiary

  WellPoint Enters Agreement to Divest of 1-800 CONTACTS Subsidiary

Business Wire

INDIANAPOLIS -- January 7, 2014

WellPoint (NYSE: WLP) today announced it has signed a definitive agreement to
sell its online contact lens retail subsidiary 1-800 CONTACTS to private
equity firm Thomas H. Lee Partners. Additionally, the company has entered into
an asset-purchase agreement for glasses.com and its virtual try-on technology
with Luxottica, a leader in the design, manufacture, distribution and sale of
fashion, luxury and sports eyewear. Each agreement is subject to customary
closing conditions and each transaction is expected to close in the first
quarter of 2014.

“1-800 CONTACTS has strong brand recognition and a leading direct-to-consumer
model. However, as we prepare for the coming changes to the health care
system, we are focused on our core growth opportunities across both our
commercial and government business segments. Proceeds from this transaction
will support our continued capital deployment strategies,” said Joseph R.
Swedish, chief executive officer of WellPoint.

Financial terms of the transaction were not disclosed.In connection with the
sale agreements, WellPoint expects to record an impairment charge in the range
of $0.52 to $0.57 per share in the fourth quarter of 2013.As a result,
WellPoint now expects GAAP net income of at least $7.88 per share for the full
year 2013.Excluding the charge, WellPoint continues to expect adjusted net
income of at least $8.40 per share for the full year 2013. This guidance
includes no investment gains or losses beyond those recorded during the first
nine months of 2013 (refer to GAAP Reconciliation table).


WellPoint, Inc.
GAAP Reconciliation
(Unaudited)

WellPoint, Inc. has referenced "Adjusted Net Income Per Share," a non-GAAP
measure, in this document. This non-GAAP measure is not intended to be an
alternative to any measure calculated in accordance with GAAP. Rather, this
non-GAAP measure is intended to aid investors when comparing WellPoint, Inc.'s
financial results among periods. A reconciliation of this measure to the most
directly comparable measure calculated in accordance with GAAP is presented
below.

                                                            
                                                              Full Year 2013
                                                              Outlook
                                                                             
Net income per diluted share                                  At least $7.88
Add / (Subtract) - net of related tax effects:
Net realized gains on investments through first nine months   (0.36          )
of 2013
Other-than-temporary impairment losses on investments         0.16
through first nine months of 2013
Loss on extinguishment of debt                                0.31
Tax benefit from favorable tax election                       (0.21          )
Acquisition and integration related costs                     0.05
Impairment charge in connection with 1-800 CONTACTS sales     0.52 - 0.57    
agreements
Net adjustment items                                          0.47 - 0.52    
                                                                             
Adjusted net income per diluted share                         At least $8.40 
                                                                             

About Thomas H. Lee Partners

Thomas H. Lee Partners, L.P. ("THL") is one of the world's oldest and most
experienced private equity firms. The firm invests in growth-oriented global
businesses, headquartered principally in North America, across three broad
sectors: Consumer & Healthcare, Media & Information Services and Business &
Financial Services. THL's team of investment and operating professionals
partner with portfolio company management teams to identify and implement
business process improvements that accelerate sustainable revenue and profit
growth. Since its founding in 1974, THL has raised approximately $20 billion
of equity capital and invested in more than 100 businesses with an aggregate
purchase price of more than $150 billion. THL strives to build great companies
of lasting value and generate superior investment returns. For more
information, please visit www.thl.com.

About Luxottica

Luxottica Group is a leader in premium, luxury and sports eyewear with
approximately 7,000 optical and sun retail stores in North America,
Asia-Pacific, China, South Africa, Latin America and Europe, and a strong,
well-balanced brand portfolio. Proprietary brands include Ray-Ban, the world’s
most famous sun eyewear brand, Oakley, Vogue-Eyewear, Persol, Oliver Peoples,
Alain Mikli and Arnette, while licensed brands include Giorgio Armani,
Bulgari, Burberry, Chanel, Coach, Dolce & Gabbana, Donna Karan, Polo Ralph
Lauren, Prada, Starck Eyes, Tiffany and Versace. In addition to a global
wholesale network involving 130 different countries, the Group manages leading
retail chains in major markets, including LensCrafters, Pearle Vision and
ILORI in North America, OPSM and Laubman & Pank in Asia-Pacific, LensCrafters
in China, GMO in Latin America and Sunglass Hut worldwide. The Group's
products are designed and manufactured at its six manufacturing plants in
Italy, two wholly owned plants in the People’s Republic of China, one plant in
Brazil and one plant in the United States devoted to the production of sports
eyewear. In 2012, Luxottica Group posted net sales of more than Euro 7.0
billion.

About WellPoint, Inc.

WellPoint is one of the nation’s leading health benefits companies. We believe
that our health connects us all. So we focus on being a valued health partner
and delivering quality products and services that give members access to the
care they need. With more than 67 million people served by our affiliated
companies including approximately 36 million enrolled in our family of health
plans, we can make a real difference to meet the needs of our diverse
customers. We’re an independent licensee of the Blue Cross and Blue Shield
Association. We serve members as the Blue Cross licensee for California; and
as 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 most of these service areas, our plans do business as Anthem
Blue Cross, Anthem Blue Cross and Blue Shield, Blue Cross and Blue Shield of
Georgia and Empire Blue Cross Blue Shield, or Empire Blue Cross (in the New
York service areas). We also serve customers in other states through our
Amerigroup and CareMore subsidiaries. To find out more about us, go to
wellpoint.com.

 SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF
                                     1995

WellPoint and its representatives may from time to time make written and oral
forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995 (PSLRA), including statements in this press
release, in presentations, filings with the Securities and Exchange
Commission, or SEC, reports to shareholders and in meetings with analysts and
investors. The projections referenced in this press release are
forward-looking and they are intended to be covered by the safe harbor for
“forward-looking statements” provided by PSLRA. Words such as “expect(s)”,
“feel(s)”, “believe(s)”, “will”, “may”, “anticipate(s)”, “intend”, “estimate”,
“project” and similar expressions are intended to identify forward-looking
statements, which generally are not historical in nature. These statements
include, but are not limited to, financial projections and estimates and their
underlying assumptions; statements regarding plans, objectives and
expectations with respect to future operations, products and services; and
statements regarding future performance. Such statements are subject to
certain risks and uncertainties, many of which are difficult to predict and
generally beyond our control, that could cause actual results to differ
materially from those expressed in, or implied or projected by, the
forward-looking information and statements. These risks and uncertainties
include: those discussed and identified in our public filings with the SEC;
increased government participation in, or regulation or taxation of, health
benefits and managed care operations, including, but not limited to, the
impact of the Patient Protection and Affordable Care Act and the Health Care
and Education Reconciliation Act of 2010 (Health Care Reform); trends in
health care costs and utilization rates; our ability to secure sufficient
premium rates including regulatory approval for and implementation of such
rates; our participation in the federal and state health insurance exchanges
under Health Care Reform, which have experienced technical difficulties in
implementation and which entail uncertainties associated with the mix and
volume of business, particularly in our individual and small group markets,
that could negatively impact the adequacy of our premium rates and which may
not be sufficiently offset by the risk apportionment provisions of Health Care
Reform; our ability to contract with providers consistent with past practice;
competitor pricing below market trends of increasing costs; reduced
enrollment, as well as a negative change in our health care product mix; risks
and uncertainties regarding Medicare and Medicaid programs, including those
related to non-compliance with the complex regulations imposed thereon and
funding risks with respect to revenue received from participation therein; a
downgrade in our financial strength ratings; litigation and investigations
targeted at our industry and our ability to resolve litigation and
investigations within estimates; medical malpractice or professional liability
claims or other risks related to health care services provided by our
subsidiaries; risks inherent in selling healthcare products in the consumer
retail market; our ability to repurchase shares of our common stock and pay
dividends on our common stock due to the adequacy of our cash flow and
earnings and other considerations; non-compliance by any party with the
Express Scripts, Inc. pharmacy benefit management services agreement, which
could result in financial penalties, our inability to meet customer demands,
and sanctions imposed by governmental entities, including the Centers for
Medicare and Medicaid Services; events that result in negative publicity for
us or the health benefits industry; failure to effectively maintain and
modernize our information systems and e-business organization and to maintain
good relationships with party vendors for information system resources; events
that may negatively affect our licenses with the Blue Cross and Blue Shield
Association; possible impairment of the value of our intangible assets if
future results do not adequately support goodwill and other intangible assets;
intense competition to attract and retain employees; unauthorized disclosure
of member sensitive or confidential information; changes in the economic and
market conditions, as well as regulations that may negatively affect our
investment portfolios and liquidity; possible restrictions in the payment of
dividends by our subsidiaries and increases in required minimum levels of
capital and the potential negative effect from our substantial amount of
outstanding indebtedness; general risks associated with mergers and
acquisitions; various laws and provisions in our governing documents that may
prevent or discourage takeovers and business combinations; future public
health epidemics and catastrophes; and general economic downturns. Readers are
cautioned not to place undue reliance on these forward-looking statements that
speak only as of the date hereof. Except to the extent otherwise required by
federal securities law, we do not undertake any obligation to republish
revised forward-looking statements to reflect events or circumstances after
the date hereof or to reflect the occurrence of unanticipated events. Readers
are also urged to carefully review and consider the various disclosures in our
SEC reports.

Contact:

WellPoint, Inc.
Investor Relations
Doug Simpson, 212- 476-1473
or
Media
Kristin Binns, 917-697-7802
Jill Becher, 414-234-1573
 
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