EXHIBIT 99
[LOGO OF COLUMBIA/HCA APPEARS HERE]
COLUMBIA/HCA NEWS
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HEALTHCARE CORPORATION
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FOR IMMEDIATE RELEASE
http://www.columbia.net
INVESTOR CONTACT: MEDIA CONTACT:
Victor L. Campbell Eve Hutcherson
615/344-2053 615/344-2737
COLUMBIA ANNOUNCES $1 BILLION STOCK REPURCHASE PROGRAM AND
AMENDMENT OF VALUE HEALTH AGREEMENT TO PROVIDE FOR A
$20.50 PER SHARE CASH MERGER
NASHVILLE, TN, APRIL 14, 1997 -- Columbia/HCA Healthcare Corporation
(NYSE:COL) today announced that Columbia's Board of Directors has authorized a
$1 billion stock repurchase program and that Columbia and Value Health, Inc.
(NYSE:VH) have signed an amended and restated merger agreement whereby Columbia
will pay $20.50 in cash for each Value Health common share.
"It is the company's intention to repurchase $1 billion of its common
stock from time to time in the open market," said Richard L. Scott, Chairman and
Chief Executive Officer of Columbia. "The time-frame for the stock repurchase
program will depend upon market conditions." Repurchased shares will be held as
treasury stock and be available for general corporate purposes.
A $1 billion share repurchase at current trading prices would represent
approximately 5% of the company's $21 billion market capitalization.
"With Columbia's strong cash flow and the company's balance sheet in its
strongest position ever--total debt currently represents approximately 40% of
total capitalization--we can repurchase $1 billion in stock and pay
approximately $1.1 billion in cash to purchase Value Health shares while
continuing our ongoing program of reinvesting significant amounts of capital in
our local communities through modernization and expansion of services at
existing healthcare facilities and networks, and the acquisition, joint venture
and construction of additional hospitals and other healthcare entities," Scott
said.
On January 15, 1997, Columbia and Value Health announced a definitive
agreement to merge the companies in a stock-for-stock transaction accounted for
as a pooling-of-interests. Each Value Health stockholder would have received
.58 shares of Columbia common stock in exchange for each Value Health share
held. Under the terms of the original agreement, Columbia would have issued
approximately 32 million shares of its common stock in exchange for Value Health
shares.
Today's announced amended and restated merger agreement provides for each
Value Health stockholder to receive $20.50 in cash in exchange for each Value
Health share held. The proposed merger will be accounted for as a purchase
transaction.
Scott said, "The amendment of the merger agreement to provide for a cash
transaction allows us to go forward with the Value Health merger which
represents an important component of Columbia's comprehensive healthcare
solution, while not issuing an additional 32 million shares of Columbia common
stock at current levels."
The merger of Columbia and Value Health requires the approval of Value
Health stockholders, certain regulatory approvals, and other customary
conditions. It is still anticipated that the merger will be completed in the
second quarter of 1997.
Columbia, with its 343 hospitals, 136 outpatient surgery centers, more than
550 homecare locations and extensive ancillary healthcare services, is committed
to the following quality operating principles: measure and improve clinical
outcomes; measure and improve patient satisfaction; measure and improve costs;
provide service with compassion.
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Columbia's address on the World Wide Web is http://www.columbia.net