Document 319 : Docket No. 99-14 : Hearing Decision : Bureau of Insurance

STATE OF MAINE

DEPARTMENT OF PROFESSIONAL AND FINANCIAL REGULATION

BUREAU OF INSURANCE

IN RE: APPLICATION OF ASSOCIATED HOSPITAL SERVICE OF MAINE, d/b/a BLUE CROSS AND BLUE SHIELD OF MAINE, TO CONVERT TO A STOCK INSURER AND VOLUNTARILY LIQUIDATE AND DISSOLVE

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IN RE: APPLICATION OF ANTHEM HEALTH PLAN OF MAINE, INC.,
TO ACQUIRE THE ASSETS OF ASSOCIATED HOSPITAL SERVICE OF MAINE, d/b/a BLUE CROSS AND BLUE SHIELD OF MAINE, AND RELATED TRANSACTIONS

Docket NO. INS 99-14 (CONSOLIDATED)

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ANTHEM INSURANCE COMPANIES, INC.’S OBJECTIONS TO THIRD DISCOVERY REQUEST OF THE ATTORNEY GENERAL

February 14, 2000

On Friday February 4, 2000, the Applicants received the Attorney General’s Third Discovery Request (the "Request"), consisting of 32 requests for information and documents. Although Anthem’s objections to the Request generally would have been due on Friday, February 11^th, counsel were unable to confer until February 11^th and, accordingly, agreed that Anthem would have until Monday, February 14, 2000 to file its objections. After conferring with counsel for the Attorney General, Anthem hereby makes the following objections:

I. Attorney Client / Work Product Privilege

Counsel have not yet had an opportunity to review all of the documents that will be responsive to the Request. To prevent inadvertent disclosure of privileged materials, Anthem objects to every request to the extent it calls for production of information or documents subject to attorney-client or work product privileges. Anthem will identify the privileged documents and, at the time of the responsive filing, provide a more specific objection.

II. Relevance / Scope / Burden

11. Please provide all documents related to Anthem’s business strategy for Anthem East identified in B 10971.

Objection:

The request seeks information that is irrelevant to this proceeding; it is overly broad; and it would be overly burdensome to produce and/or obtain the requested information.

After consultation with counsel for Attorney General, although Anthem maintains its objections, the question is under further review.

14. Please provide copies of all documents related to amendments of the Asset Purchase Agreement made because of changes to the Charitable Trust Plan.

Clarification:

After consultation with counsel for the Attorney General, the parties have agreed that Anthem and BCBSME will provide the amendments to the Asset Purchase Agreement and materials submitted to, and quotes received from, the prospective insurer(s) of the medicare liability referenced in the original APA.

29. Please provide valuation information pertaining to other Anthem/BCBS transactions including the names of financial advisors involved and the valuation and fairness opinions utilized.

Objection:

The request seeks information that is irrelevant to this proceeding; it is overly broad; and it would be overly burdensome to produce and/or obtain the requested information.

DATED: February 14, 2000

_____________________________

James B. Zimpritch, Esq.

Jeffrey M. White, Esq.

Catherine R. Connors, Esq.

PIERCE ATWOOD

One Monument Square

Portland, Maine 04101

(207) 791-1100

Attorneys for Anthem Insurance Companies, Inc

CERTIFICATE OF SERVICE

The undersigned hereby certifies that on February 14, 2000 a copy of Anthem Insurance Companies, Inc.’s Objections to the Third Discovery Request of the Attorney General was served by United States mail, first class postage prepaid, email, or where indicated by hand delivery, on each of the persons listed below.

Robert S. Frank, Esq.

Harvey & Frank

Two City Center

P.O. Box 126

Portland, Maine 04112

e-mail: frank@harveyfrank.com

(Blue Cross/Blue Shield of Maine)

Judith Chamberlain, Esq.

State of Maine

Department of the Attorney General

6 State House Station

Augusta, Maine 04333-0006

e-mail: judy.chamberlain@state.me.us

(Bureau of Insurance)

William H. Laubenstein, Esq.

State of Maine

Department of the Attorney General

6 State House Station

Augusta, Maine 04333-0006

e-mail: bill.laubenstein@state.me.us

(Office of the Attorney General)

Gregory A. Brodek, Esq.

Duane, Morris & Heckscher, LLP

15 Columbia Street, 4^th Floor

Bangor, Maine 04401-6355

e-mail: gabrodek@duanemorris.com

(Maine Health Alliance)

Joseph P. Ditre, Esq.

Consumer Health Law Program

One Weston Court, Level One

P.O. Box 2490

Augusta, Maine 04338-2490

e-mail: jditre@mainecahc.org

(Consumers for Affordable Health Care Foundation/Coalition)

Michele M. Garvin, Esq.

Ropes & Gray

One International Place

Boston, Massachusetts 02110-2624

e-mail: Mgarvin@Ropesgray.com

(Central Maine Healthcare Corporation; Central Maine Partners Health Plan)

Robert I. Goldman

Maine Council of Senior Citizens

27 Bowery Beach Road

Cape Elizabeth, Maine 04107

e-mail: Rgoldma1@maine.rr.com

(Maine Council of Senior Citizens)

Bonnie Post

Executive Director of the Maine Ambulatory Care Coalition

P.O. Box 390

Manchester, Maine 04351

e-mail: bdpmacc@mint.net

(Sacopee Valley Health Center, Regional Medical Center at Lubec, Eastport Health Care, Inc., and the Maine Ambulatory Care Coalition)

John Dieffenbacher-Krall

Executive Director

Maine People’s Alliance

192 State Street

Portland, Maine 04101

e-mail: MPA@gwi.net

(Maine People’s Alliance)

Gordon H. Smith, Esq.

Maine Medical Association

30 Association Drive

P.O. Box 190

Manchester, Maine 04351

e-mail: gsmith@ctel.net

(Thomas D. Hayward, M.D.,

Maroulla S. Gleaton, M.D.,

And the Maine Medical Association)

Donald E. Quigley, Esq.

General Counsel

465 Congress Street, Suite 600

Portland, Maine 04101-3537

e-mail: quigld@mail.mmc.org

(Maine Medical Center)

Sandra L. Parker, Esq.

Attorney for MHA, Inc.

150 Capitol Street

Augusta, Maine 04330

e-mail: sparker@themha.org

(MHA, Inc.)

Kellie P. Miller, M.S.

Executive Director

Maine Osteopathic Association

693 Western Avenue

Manchester, Maine 04351

e-mail: meosteo@mint.net

(Maine Osteopathic Association)

Edward Miller

Executive Director

American Lung Association of Maine

122 State Street

Augusta, Maine 04330

e-mail: emiller@mainelung.org

(American Lung Association of Maine)

DATED: February 14, 2000

_____________________________

James B. Zimpritch, Esq.

Jeffrey M. White, Esq.

Catherine R. Connors, Esq.

PIERCE ATWOOD

One Monument Square

Portland, Maine 04101

(207) 791-1100

Attorneys for Anthem Insurance Companies, Inc.