WHITE PLAINS, N.Y.--(BUSINESS WIRE)--Universal American Corp. (NYSE:UAM) announced today that it has closed its previously announced private offering of $115 million principal amount of Convertible Senior Notes due 2021 to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended.

The notes are unsecured, senior obligations of Universal American bearing interest at 4.00% per annum, payable in cash semi-annually in arrears, beginning on December 15, 2016. The notes are convertible, subject to certain conditions, into cash, shares of Universal American’s common stock or a combination of cash and shares of Universal American’s common stock, at Universal American’s option. The initial conversion rate per $1,000 principal amount of notes is equivalent to 105.8890 shares of common stock, which is equivalent to a conversion price of approximately $9.44 per share, subject to adjustment in certain circumstances.

Universal American used the net proceeds from the offering of the Notes, together with cash on hand, to (i) purchase all (a)11,011,515 shares of Universal American common stock held by certain affiliates of Perry Capital (“Perry”) and (b) 7,098,775 shares of Universal American common stock held by certain affiliates of Welsh, Carson, Anderson & Stowe (“WCAS”), at a purchase price of $6.80 per share, for an aggregate purchase price of approximately $123 million, and (ii) repurchase 2,082,800 shares of its common stock for an aggregate purchase price of approximately $15.1 million from purchasers of the notes in privately negotiated transactions effected through one of the initial purchasers or one of its affiliates.

Richard C. Perry, Chief Executive Officer of Perry Corp., and Sean M. Traynor, General Partner at WCAS, each resigned from the Universal American Board of Directors in connection with the repurchase of common stock from Perry and WCAS.

About Universal American Corp.

Universal American (NYSE:UAM), through our family of healthcare companies, provides health benefits to people covered by Medicare and Medicaid. We are dedicated to working collaboratively with healthcare professionals, especially primary care physicians, in order to improve the health and well-being of those we serve and reduce healthcare costs.