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UnitedHealth Group, Inc. Summary: According to a press release dated March 19, 2008, a federal judge in Minnesota has given class-action status to a lawsuit against UnitedHealth Group Inc. filed by the California Public Employees' Retirement System over the health insurer's past stock-option grant practices. In the order, U.S. Chief District Judge James M. Rosenbaum certified the class as anyone who bought or otherwise acquired UnitedHealth Group's publicly traded securities between Jan. 20, 2005, and May 17, 2006, including those buyers who also held UnitedHealth stock during the 2002, 2003, 2004 , 2005 and 2006 UnitedHealth proxy solicitations and those who acquired UnitedHealth's stock in or related to its Dec. 20, 2005, merger with PacifiCare Health Systems. The judge named CalPERS, the largest U.S. public pension fund, as well as the Plumbing and Pipefitting Industry Pension Trust, as representatives of the class.
As summarized by the Company’s FORM 10-K For The Fiscal Year Ended December 31, 2007, on May 5, 2006, the first of seven putative class actions alleging a violation of the federal securities laws was brought by an individual shareholder against certain of our current and former officers and directors in the United States District Court for the District of Minnesota. On December 8, 2006, a consolidated amended complaint was filed consolidating the actions into a single action. The action is captioned In re UnitedHealth Group Incorporated PSLRA Litigation. The action was brought by lead plaintiff California Public Employees Retirement System against the Company and certain of our current and former officers and directors. The consolidated amended complaint alleges that defendants, in connection with the same alleged course of conduct identified in the shareholder derivative actions described above, made misrepresentations and omissions during the period between January 20, 2005 and May 17, 2006, in press releases and public filings that artificially inflated the price of our common stock. The consolidated amended complaint also asserts that during the class period, certain defendants sold shares of our common stock while in possession of material, non-public information concerning the matters set forth in the complaint. The consolidated amended complaint alleges claims under Sections 10(b), 14(a), 20(a) and 20A of the Securities and Exchange Act of 1934 and Sections 11 and 15 of the 1933 Act. The action seeks unspecified money damages and equitable relief. Defendants moved to dismiss the consolidated amended complaint on February 6, 2007. The motion to dismiss was denied in an order filed on June 4, 2007 and discovery is ongoing. On July 18, 2007, the lead plaintiff moved for partial summary judgment on the Company’s liability on the Section 11 claim. The court denied the motion for partial summary judgment on October 2, 2007. The parties are currently engaged in discovery and the case is currently scheduled to be ready for trial in July 2008.
The original Complaint alleges that defendants UnitedHealth and certain of its officers and directors violated federal securities laws by issuing a series of materially false statements. Specifically, defendants misrepresented and omitted material facts concerning UnitedHealth's backdating of stock option grants to defendants the Company’s CEO and the Company’s COO. UnitedHealth represented that the exercise price of all stock options would be no less than the fair market value of UnitedHealth's common stock, measured by the publicly traded closing price for UnitedHealth stock on the day of the grant. However, in reality, those options were backdated so their exercise price correlated to a day on or near the day UnitedHealth stock hit its low price for the year, or directly in advance of sharp increases in the price of UnitedHealth stock. Defendants the Company’s CEO and the Company’s COO have collectively earned over $500 million by exercising these backdated options.
As the truth concerning United Health's practice of backdating option grants became known to the market from a variety of sources, the price of UnitedHealth stock fell $6.76, or 12%, over several trading sessions.
The lawsuit has been filed on behalf of all persons who purchased or otherwise acquired the publicly traded securities of UnitedHealth Group, Inc. during the Class Period, and also included are all those who acquired UnitedHealth's securities through its acquisitions of AmeriChoice, Mid Atlantic Medical, Oxford Health Plans and Pacificare Health.
INDUSTRY CLASSIFICATION:
SIC Code: 6324
Sector: Financial
Industry: Insurance (Accident & Health)
| COMPANY/ISSUER NAME: | UnitedHealth Group, Inc. |
| COMPANY/ISSUER TICKER: | UNH |
| COMPANY WEBSITE: | http://www.unitedhealthgroup.com |
| FIRST IDENTIFIED COMPLAINT IN THE DATABASE | |||||||||||||||||
| James C. Krause, et al. v. UnitedHealth Group, Inc., et al. | |||||||||||||||||
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| DOCUMENTS FOR THE FIRST IDENTIFIED COMPLAINT | |||
| Class Action Complaint for Violations of the Federal Securities Laws - Jury Trial Demanded | |||
| Type: Complaint | Date on the document: 05/05/2006 | ||
| U.S. District Court Civil Docket | |||
| Type: Docket | Date on the document: 11/28/2006 | ||
| REFERENCE COMPLAINT | |||||||||||||||||
| In Re: UnitedHealth Group, Inc. Securities Litigation | |||||||||||||||||
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| DOCUMENTS FOR THE REFERENCE COMPLAINT | |||
| Consolidated Complaint For Violation Of The Federal Securities Laws Seeking Money Damages And Equitable Relief | |||
| Type: Complaint | Date on the document: 12/8/2006 | ||
| U.S. District Court Civil Docket | |||
| Type: Docket | Date on the document: 03/19/2008 | ||
| OTHER DOCUMENTS | |||
| Class Action Complaint - Jury Trial Demanded | |||
| Case Name and/or Number: Richard L. Smith, et al. v. UnitedHealth Group, Inc., et al. | |||
| Type: Complaint | Date on the document: 05/15/2006 | ||
| Class Action Complaint for Violations of Federal Securities Laws | |||
| Case Name and/or Number: Archdiocese of Milwaukee Supporting Fund Inc., et al. v. UnitedHealth Group, Inc., et al. | |||
| Type: Complaint | Date on the document: 05/19/2006 | ||
| Class Action Complaint | |||
| Case Name and/or Number: Ruth Polishook, et al. v. UnitedHealth Group, Inc., et al. | |||
| Type: Complaint | Date on the document: 06/02/2006 | ||
| Class Action Complaint - Jury Trial Demanded | |||
| Case Name and/or Number: James Ziolkowski, et al. v. UnitedHealth Group, Inc., et al. | |||
| Type: Complaint | Date on the document: 06/02/2006 | ||
| Class Action Complaint for Violation of ERISA | |||
| Case Name and/or Number: Matthew T. Zilhaver, et al. v. UnitedHealth Group, Inc., et al. | |||
| Type: Complaint | Date on the document: 06/02/2006 | ||
| Class Action Complaint - Jury Trial Demanded | |||
| Case Name and/or Number: Lisa De La Rosa, et al. v. UnitedHealth Group, Inc., et al. | |||
| Type: Complaint | Date on the document: 06/29/2006 | ||
| Class Action Complaint For Violation Of The Federal Securities Laws Seeking Money Damages And Equitable Relief | |||
| Case Name and/or Number: California Public Employees’ Retirement System, et al. v. UnitedHealth Group, Inc., et al. | |||
| Type: Complaint | Date on the document: 07/07/2006 | ||
| U.S. District Court Civil Docket | |||
| Case Name and/or Number: Matthew T. Zilhaver, et al. v. UnitedHealth Group, Inc., et al. | |||
| Type: Docket | Date on the document: 07/28/2006 | ||
| U.S. District Court Civil Docket | |||
| Case Name and/or Number: Archdiocese of Milwaukee Supporting Fund, Inc., et al. v. UnitedHealth Group, Inc., et al. | |||
| Type: Docket | Date on the document: 08/14/2006 | ||
| U.S. District Court Civil Docket | |||
| Case Name and/or Number: Richard L. Smith, et al. v. UnitedHealth Group, Inc., et al. | |||
| Type: Docket | Date on the document: 09/18/2006 | ||
| U.S. District Court Civil Docket | |||
| Case Name and/or Number: Ruth Polishook, et al. v. UnitedHealth Group, Inc., et al. | |||
| Type: Docket | Date on the document: 09/18/2006 | ||
| U.S. District Court Civil Docket | |||
| Case Name and/or Number: James Ziolkowksi, et al. v. UnitedHealth Group, Inc., et al. | |||
| Type: Docket | Date on the document: 09/18/2006 | ||
| U.S. District Court Civil Docket | |||
| Case Name and/or Number: Lisa De La Rosa, et al. v. UnitedHealth Group, Inc., et al. | |||
| Type: Docket | Date on the document: 09/18/2006 | ||
| U.S. District Court Civil Docket | |||
| Case Name and/or Number: California Public Employees Retirement System, et al. v. UnitedHealth Group, Inc., et al. | |||
| Type: Docket | Date on the document: 09/18/2006 | ||
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