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Universal American Investors OK MemberHealth Deal

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A senior products company has won shareholder approval for the acquisition of a pharmacy benefits manager.

Universal American Financial Corp., Rye Brook, N.Y., says more than 99% of the company’s stockholders have voted to issue stock to finance the acquisition of MemberHealth Inc., Cleveland.

In addition to offering ordinary PBM services, MemberHealth runs Medicare Part D prescription drug plans.

In July, securities lawyers filed a suit opposing the acquisition in a state court in Westchester County, N.Y.

The plaintiffs allege in the complaint that the directors of Universal American breached their fiduciary duties to shareholders by agreeing to pay $630 million in stock and cash for MemberHealth.

The plaintiffs in the suit have asked the court to block the deal and award unspecified damages to the plaintiffs.

Universal American said at the time that the lawsuit is without merit.

Despite the suit, Universal American says it expects to close the MemberHealth deal by Sept. 30.