1 EXHIBIT 13 MEDPARTNERS ANNOUNCES ACQUISITION OF TALBERT MEDICAL MANAGEMENT BIRMINGHAM, ALA., AUG. 14/PRNEWSWIRE -- MedPartners, Inc. (NYSE: MDM) today announced it has entered into a definitive agreement to acquire Talbert Medical Management Holdings Corporation (Nasdaq: TMMC) of Costa Mesa, California, pursuant to a tender offer followed by a merger, for $63 per share in cash, or about $200 million. Talbert Medical Management is a physician practice management company representing 282 primary and specialty care physicians and operating 52 clinics in five Southwestern states. The acquisition will give MedPartners the opportunity to broaden Talbert's patient and clinic base through MedPartners' agreements with other payors and existing clinic network. Efficiencies will also be gained in corporate overhead expenses and other areas. MedPartners said the acquisition will be accounted for as a purchase transaction with MedPartners assuming all assets and liabilities of Talbert. The transaction is contingent on receiving approval from the Federal Trade Commission under the provisions of the Hart-Scott-Rodino Anti-Trust Improvements Act of 1976. Talbert Medical Management, founded in 1961 as part of the FHP Health Maintenance Organization (HMO), went public through an initial stock offering in April 1997. FHP International merged with PacificCare Health Systems, Inc. (Nasdaq: PHSYA PHSYB) in February 1997. Since then, Talbert has added enrollees from other HMO companies and payors, although PacificCare still represents a significant portion of the 270,000 patients in the network; 88,000 of Talbert's patients are senior enrollees. "Talbert Medical Management represents an excellent source of highly-respected primary and specialty care physicians in the Southwest, and dovetails with our existing network of providers extremely well," said Larry R. House, MedPartners' chairman and chief executive officer. "It also gives us an entree into three new markets, Salt Lake City/Provo, Tucson, and Albuquerque which are among the major markets in the United States that we have targeted for entry or expansion. Their eight clinics in Phoenix and 24 in Southern California will also significantly increase our presence in these markets." "All of us at PacifiCare are supportive of this affiliation of Talbert with MedPartners," said Alan Hoops, president and chief executive officer of PacificCare. "Because of the long-standing relationship we have with MedPartners, we are confident that the contractual agreements between our company and Talbert will be addressed in a manner which protects all parties' interests." Jack D. Massimino, president and chief executive officer of Talbert, noted, "Talbert has always strived to achieve excellence in patient care and patient satisfaction. This makes for an excellent fit with MedPartners, which shares the same philosophy. This partnership gives our existing patients an even broader spectrum of physicians and services to choose from. It will also enhance the services received by current MedPartners clients by giving them access to our network of physicians and clinics. We are excited to be associated with MedPartners' more than 13,000 physicians, and have the benefit of their business and clinical expertise. MedPartners' Medical Advisory Committee is on the leading edge of medicine, allowing for the sharing of best clinical and administrative practices across the entire organization. Their physician-led, patient-centered approach is a model for the industry. MedPartners, based in Birmingham, Alabama, is the nation's largest manager of physician practices, and after the Talbert acquisition will operate in 39 states. The company develops, consolidates and manages healthcare delivery systems. Through the company's network of affiliated group and IPA physicians, MedPartners provides primary and specialty healthcare services to prepaid managed care enrollees and fee-for-service patients. After the acquisition, the company will be affiliated with 13,410 physicians, which includes 3,270 group physicians, 7,688 IPA physicians, 2,211 hospital-based physicians, and 241 correctional and military care physicians. MedPartners also manages the nation's largest independent prescription benefits management (PBM) company. Through the PBM, the company dispenses 53 million prescriptions annually. NOTE: The following charts show selected statistical information for MedPartners, Talbert and the combined companies. More information on MedPartners is available on the World Wide Web at http://www.medpartners.com. Information may also be obtained by calling PR Newswire Company News on Call at 1-800-758-5804 extension 106751. 2 MEDPARTNERS/TALBERT COMBINED STATISTICAL DATA MEDPARTNERS TALBERT COMBINED ----------- ------- --------- Physicians Group........................................ 2,988 282 3,270 IPA................................................... 7,688 (0) 7,688 Hospital-Based........................................ 2,211 (0) 2,211 Government Services................................... 241 (0) 241 Total......................................... 13,128 282 13,410 Capitated Lives....................................... 998,380 270,090 1,268,470 Professonal Only Global................................................ 959,135 (0) 959,135 Total......................................... 1,957,515 270,090 2,227,605 Payor Type (Lives) Commercial............................................ 1,583,470 182,090 1,765,560 Senior................................................ 163,531 88,000 251,531 Other................................................. 210,514 (0) 210,514 Total......................................... 1,957,515 270,090 2,227,605 Practice Locations.................................... 659 52 711 Hospital-Based Contracts.............................. 327 (0) 327 Government Services Contracts......................... 60 (0) 60 PHYSICIANS AND ENROLLEES IN SELECTED WESTERN STATES: MEDPARTNERS GROUP COMMERCIAL SENIOR OTHER TOTAL STATE PHYSICIANS SITES ENROLLEES ENROLLEES ENROLLEES ENROLLEES - - ------------------------------ ---------- ----- ---------- ------- ------- --------- Arizona....................... 15 5 13,000 1,000 1,000 15,000 California.................... 1,286 174 1,111,000 104,000 112,000 1,327,000 Nevada........................ 16 5 13,000 1,000 (0) 14,000 New Mexico.................... (0) (0) (0) (0) (0) (0) Utah.......................... (0) (0) (0) (0) (0) (0) TOTAL............... 1,317 184 1,137,000 106,000 113,000 1,356,000 TALBERT MEDICAL MANAGEMENT GROUP COMMERCIAL SENIOR OTHER TOTAL STATE PHYSICIANS SITES ENROLLEES ENROLLEES ENROLLEES ENROLLEES - - ------------------------------------------ ---------- ----- ---------- --------- --------- --------- Arizona................................... 31 14 15,000 18,000 (0) 3,000 California................................ 151 24 70,000 45,000 (0) 115,000 Nevada.................................... 4 2 1,000 2,000 (0) 3,000 New Mexico................................ 23 5 12,000 12,000 (0) 24,000 Utah...................................... 73 7 84,000 11,000 (0) 95,000 TOTAL........................... 282 52 182,000 88,000 (0) 270,000 Copyright 1997, PR Newswire. CONTACT: Larry R. House, Chairman of the Board, CEO; Investor Relations: Randy Pittman or Media Relations: Thomas Dingledy, all of MedPartners, 205-733-8996 or Kenneth S. Ord, Talbert Medical, 714-436-4852.