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Maine.gov > PFR Home > Insurance Regulation > Hearing Decision Index > Document 288 : INS 99-14 : Hearing Decision

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 MEMORANDUM IN SUPPORT OF CONFIDENTIAL TREATMENT

In its First Supplement to the response to the First Discovery Request of the Attorney General ("Request"), Applicant Anthem Insurance Companies, Inc., on behalf of its subsidiary to be formed, Anthem Health Plans of Maine, Inc., d/b/a Anthem Blue Cross and Blue Shield (collectively "Anthem"), has identified documents and responses that warrant confidential treatment and has submitted those materials to the Superintendent labeled as such. Pursuant to the October 19, 1999 Protective Order, Anthem submits the following memorandum in support of such treatment.

Anthem requests confidential treatment for only one document – the Goldman Sachs fairness opinion (the "Opinion"). The Opinion is sensitive because its disclosure would (1) benefit Anthem’s competitors, (2) reveal information and/or analyses that are proprietary to Goldman Sachs, and/or (3) reveal information that even BCBSME should not see while the transaction between Anthem and BCBSME is still pending.

Anthem hereby requests that the Opinion should be designated confidential and disclosed only in the manner set forth below:

 

Response # Document Numbers Category/Description Access
4 AN-03172 to AN-03175 Goldman Sachs fairness opinion
  1. Bureau of Insurance;
  2. AG’s office
  3. BCBSME trial counsel

Anthem has, on prior occasions, submitted memoranda in support of confidential treatment that set forth the law generally applicable to confidential treatment of information under the Maine Civil Rules of Procedure and developed in Maine’s caselaw. (See, e .g., Memoranda in Support of Confidential Treatment of (1) Anthem’s Response to Superintendent’s Second Discovery Request, and (2) Supplement to the Form A.) Anthem has also submitted a memorandum addressing the specific type of documents referred to in response to Question No. 4. See Anthem submitted a Memorandum in Support of Confidential Treatment of Anthem’s Response to the AG’s First Request, dated January 24, 2000 (the "Memo"). The documents submitted in Anthem’s response to the Request are confidential for the same reasons set forth in the Memo. To avoid repetition, Anthem incorporates these memoranda by reference.

In addition to the reasoning set forth in the Memo, the referenced documents are confidential because they represent work product that is proprietary to Goldman Sachs. Goldman Sachs undertook to prepare the Opinion with the expectation that its work product would be disclosed only to Anthem for its internal use in evaluating the proposed purchase of BCBSME.

As set forth in Anthem’s January 18th Objections to the First Discovery Request of the Attorney General, Anthem’s internal evaluations and decision-making process are irrelevant to the issues before the Superintendent. The Goldman Sachs opinion is even more attenuated to the relevant issues. Notwithstanding the lack of relevance, Anthem negotiated with Counsel for the AG and agreed to provide the confidential documents referenced above.

Considering the minimal, if any, relevance of the Opinion and the harm to Anthem and Goldman Sachs if the Opinion were disclosed, the level of protection Anthem requests is warranted. The Opinion is identified as "HIGHLY CONFIDENTIAL – FOR BUREAU, AG, AND BCBSME TRIAL COUNSEL EYES ONLY."

For these reasons, Anthem respectively requests that the Superintendent designate the above-referenced materials as confidential, subject to disclosure only under the terms outlined above and exempt from disclosure under the FOAA.

DATED: February 7, 2000

________________________________

James B. Zimpritch, Esq.

Jeffrey M. White, Esq.

Catherine R. Connors, Esq.

Attorneys for Anthem Insurance Companies, Inc.

PIERCE ATWOOD

One Monument Square

Portland, ME 04101

(207) 791-1100

 

 

CERTIFICATE OF SERVICE

The undersigned hereby certifies that on February 7, 2000, a copy of Anthem’s Memorandum in Support of Confidential Treatment was served by electronic mail 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, 4th 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 7, 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.

 

 

 

 

 

Last Updated: July 16, 2008