Document 611 : 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	)
	)
and	)	TESTIMONY OF
	)	DAVID T. BOWERMAN
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)	)

David T. Bowerman, called as a witness by the Attorney General, testifies as follows:

Q: Please state your name, employer and business location.

A: My name is David T. Bowerman. I am a Principal in KPMG Peat Marwick’s Health Care Valuation Practice. My office is located in Atlanta, Georgia.

Q: Mr. Bowerman, please describe your educational and professional background.

A: My educational and professional background are set forth in the attached resume, Exhibit A.

Q: Mr. Bowerman, please describe generally the work KPMG did on behalf of the Attorney General.

A: KPMG assisted the Attorney General in his review of the proposed conversion of Blue Cross and Blue Shield of Maine from a non-profit hospital and medical service organization to a stock insurer. The proposed conversion is to occur in conjunction with the acquisition of Blue Cross and Blue Shield of Maine by Anthem Insurance Companies, Inc. of Indiana. More specifically, we reviewed the appraisal and opinion prepared by Houlihan, Lokey, Howard and Zukin Financial Advisors and the valuation and fairness opinion prepared by Salomon Smith Barney.

Q: Mr. Bowerman, were the services you performed for the Attorney General limited in any way?

A: Yes, we did not perform an audit of the financial statements of Blue Cross and Blue Shield of Maine, Anthem Insurance Companies or their subsidiaries or undertake to perform a valuation in order to be able to express an opinion as to the fair market value of Blue Cross and Blue Shield of Maine. Our engagement was limited to providing advisory services with regard to the reasonableness of the methodology used by Houlihan, Lokey and Salomon Smith Barney.

Q: Mr. Bowerman, did KPMG prepare a report regarding the work you did on behalf of the Attorney General.

A: Yes, the report is being offered as Attorney General Exhibit 8.

Q: Mr. Bowerman, who was responsible for preparing Attorney General Exhibit 8.

A: I had primary responsibility and was assisted by Stephen V. Witman, Managing Director of KPMG Healthcare and Life Sciences Valuation Services.

Q: Mr. Bowerman, are there any changes you wish to make to Attorney General Exhibit 8?

A: No.

Q: Mr. Bowerman, do you adopt Attorney General Exhibit 8 as part of your testimony?

A: Yes, I do.

Dated: March 27, 2000 ___________________________

DAVID T. BOWERMAN