Aetna Inc. (NYSE:AET) Files An 8-K Regulation FD Disclosure

Aetna Inc. (NYSE:AET) Files An 8-K Regulation FD Disclosure

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Item 7.01 Regulation FD Disclosure.

On May 22, 2017, Mark T. Bertolini, Chairman and Chief Executive
Officer of Aetna Inc. (Aetna, we, us or our), and other members
of Aetna management will meet with investors and analysts before
and after a presentation Mr. Bertolini will provide at the UBS
Global Healthcare Conference 2017 in New York, New York. During
the presentation and meetings, we expect to reaffirm our
full-year 2017 net income per share projection of $4.48 to $4.68
and our full-year 2017 adjusted earnings per share projection of
$8.80 to $9.00.
Aetna’s presentation is scheduled to begin at 10:30 a.m. Eastern
time. Investors, analysts and the general public are invited to
listen to this presentation over the Internet via Aetna’s
Investor Information website at To listen
to this presentation live on the Internet, visit Aetna’s website
prior to the presentation to download and install any necessary
audio software. A webcast replay will be available at the same
website for 14 days.

Net income refers to net income attributable to Aetna
reported in Aetna’s Consolidated Statements of Income in
accordance with U.S. generally accepted accounting principles
(“GAAP”). Unless otherwise indicated, all references in
this Current Report on Form 8-K to net income per share and
adjusted earnings per share are based upon net income
attributable to Aetna, which excludes amounts attributable to
non-controlling interests. Projected full-year 2017 net
income per share and adjusted earnings per share reflect a
range of 334 million to 335 million weighted average diluted
shares. Projected full-year 2017 adjusted earnings per share
exclude from projected full-year 2017 net income per share
the loss on early extinguishment of long-term debt, the
projected Penn Treaty-related guaranty fund assessments,
projected transaction and integration-related costs
(including termination costs) primarily related to the
proposed acquisition of Humana Inc. (the “Humana
Transaction”), estimated amortization of other acquired
intangible assets, net realized capital gains and losses,
other items, if any, that neither relate to the ordinary
course of Aetna’s business nor reflect Aetna’s underlying
business performance and the corresponding income tax benefit
or expense related to the items excluded from net income per
share. The table below reconciles projected 2017 net income
per share to projected 2017 adjusted earnings per share:
Reconciliation of Projected 2017 Net Income Per Share
to Projected 2017 Adjusted Earnings Per Share
Projected net income per share (GAAP measure)
$4.48 to $4.68
Loss on early extinguishment of long-term debt
Penn Treaty-related guaranty fund assessments
Transaction and integration-related costs (including
termination costs)
Amortization of other acquired intangible assets
Net realized capital losses
Income tax benefit
Projected adjusted earnings per share
$8.80 to $9.00
Aetna will experience net realized capital gains or net realized
capital losses during the remainder of 2017, however Aetna cannot
project the amount of such future gains or losses. Therefore, Aetna
has assumed no net realized capital gains or losses after March 31,
2017 for purposes of projecting net income per share. Aetna’s
annual net realized capital gains or losses ranged from a net
realized capital loss of $65 million>to a net realized capital
gain of $86 million>during calendar years 2014 through 2016.
Although the excluded items may recur, management believes that
non-GAAP financial measures Aetna discloses, including adjusted
earnings per share, provide a more useful comparison of Aetna’s
underlying business performance from period to period. Amortization
of other acquired intangible assets relates to our acquisition
activities, however this amortization does not directly relate to
the underwriting or servicing of products for customers and is not
directly related to the core performance of Aetnas business
operations. Net realized capital gains and losses arise from
various types of transactions, primarily in the course of managing
a portfolio of assets that support the payment of liabilities.
However, these transactions do not directly relate to the
underwriting or servicing of products for customers and are not
directly related to the core performance of Aetna’s business
operations. Adjusted earnings is the measure reported to the chief
executive officer for purposes of assessing consolidated financial
performance and making operating decisions. Non-GAAP financial
measures we disclose, such as adjusted earnings per share, should
not be considered a substitute for, or superior to, financial
measures determined or calculated in accordance with GAAP.
Cautionary Statement Regarding Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking
statements within the meaning of Section 27A of the Securities
Act of 1933, as amended, and Section 21E of the Securities
Exchange Act of 1934, as amended. You can generally identify
forward-looking statements by the use of forward-looking
terminology such as anticipate, believe, continue, could,
estimate, expect, explore, evaluate, intend, may, might, plan,
potential, predict, project, seek, should, or will, or the
negative thereof or other variations thereon or comparable
terminology. These forward-looking statements are only
predictions and involve known and unknown risks and
uncertainties, many of which are beyond Aetnas control.
Statements in this Current Report on Form 8-K regarding Aetna
that are forward-looking, including Aetnas projections as to net
income per share, adjusted earnings per share, Penn
Treaty-related guaranty fund assessments, transaction and
integration-related costs, amortization of other acquired
intangible assets, the income tax benefit related to items
excluded from adjusted earnings and weighted average diluted
shares (including the impact of accelerated share repurchase
agreements) and future operating results, are based on
managements estimates, assumptions and projections, and are
subject to significant uncertainties and other factors, many of
which are beyond Aetnas control. Important risk factors could
cause actual future results and other future events to differ
materially from those currently estimated by management,
including, but not limited to: significant disruptions in the
market for Aetna’s common shares and/or financial markets;
unanticipated increases in medical costs (including increased
intensity or medical utilization as a result of flu or otherwise;
changes in membership mix to higher cost or lower-premium
products or membership adverse selection; medical cost increases
resulting from unfavorable changes in contracting or
re-contracting with providers (including as a result of provider
consolidation and/or integration); increased pharmacy costs
(including in Aetnas public health insurance exchange products));
the profitability of Aetna’s individual products, where
membership is higher than Aetna previously projected and has had
and may continue to have more adverse health status and/or higher
medical benefit utilization than Aetna projected; any suspension
of the ACA’s health insurer fee for 2018; adverse impacts from
any failure to raise the U.S. Federal government’s debt ceiling
or any sustained U.S. Federal government shut down; and changes
in Aetnas future cash requirements, capital requirements, results
of operations, financial condition and/or cash flows. As
currently enacted, health care reform will continue to
significantly impact Aetnas business operations and financial
results, including Aetnas pricing and medical benefit ratios, and
key components of the legislation will continue to be phased in
through 2020. Aetna will be required to dedicate material
resources and incur material expenses during 2017 to implement
health care reform. Significant parts of the legislation,
including aspects of nondiscrimination requirements, continue to
evolve through the promulgation of regulations and guidance. In
addition, pending efforts in the U.S. Congress to repeal, amend,
replace or restrict funding for various aspects of health care
reform and pending litigation challenging aspects of the law
continue to create additional uncertainty about the ultimate
impact of health care reform. As a result, many of the impacts of
health care reform are unknown. Other important risk factors
include: adverse changes in federal or state government policies,
legislation or regulations (including legislative, judicial or
regulatory measures that would affect Aetnas business model,
repeal, restrict funding for or amend various aspects of health
care reform, limit Aetnas ability to price for the risk it
assumes and/or reflect reasonable costs or profits in its
pricing, such as mandated minimum medical benefit ratios, or
eliminate or reduce ERISA pre-emption of state laws (increasing
Aetnas potential litigation exposure)); uncertainty related to
Aetnas accruals for the ACAs reinsurance, risk adjustment and
risk corridor programs (3Rs); uncertainty related to the funding
for and final reconciliations with respect to the ACAs risk
management and subsidy programs; the implementation of health
care reform legislation; collection of ACA fees, assessments and
taxes through increased premiums; adverse legislative, regulatory
and/or judicial changes to or interpretations of existing health
care reform legislation and/or regulations (including those
relating to minimum medical loss ratio (MLR) rebates); the
implementation of public health insurance exchanges; the timing
and amount of and payment methods for satisfying assessments for
Penn Treaty Network America Insurance Company and other insolvent
payors under state guaranty fund laws; adverse and less
predictable economic conditions in the U.S. and abroad (including
unanticipated levels of, or increases in the rate of,
unemployment); reputational or financial issues arising from
Aetnas social media activities, data security breaches, other
cybersecurity risks or other causes; Aetnas ability to diversify
Aetnas sources of revenue and earnings (including by developing
and expanding Aetna’s consumer business and expanding Aetnas
foreign operations), transform Aetnas business model, develop new
products and optimize Aetnas business platforms; the success of
Aetnas consumer health and services initiatives; adverse changes
in size, product or geographic mix or medical cost experience of
membership; managing executive succession and key talent
retention, recruitment and development; failure to achieve and/or
delays in achieving desired rate increases and/or profitable
membership growth due to regulatory review or other regulatory
restrictions, an uncertain economy and/or significant
competition, especially in key geographic areas where membership
is concentrated, including successful protests of business
awarded to Aetna; failure to adequately implement health care
reform and/or repeal of or changes in health care reform; the
outcome of various litigation and regulatory matters, including
audits, challenges to Aetnas minimum MLR rebate methodology
and/or reports, intellectual property litigation and litigation
concerning, and ongoing reviews by various regulatory authorities
of, certain of Aetnas payment practices with respect to
out-of-network providers, other providers and/or life insurance
policies; Aetnas ability to integrate, simplify, and enhance
Aetnas existing products, processes and information technology
systems and platforms to keep pace with changing customer and
regulatory needs; Aetnas ability to successfully integrate Aetnas
businesses (including
businesses Aetna may acquire in the future) and implement
multiple strategic and operational initiatives simultaneously;
Aetnas ability to manage health care and other benefit costs;
adverse program, pricing, funding or audit actions by federal or
state government payors, including as a result of sequestration
and/or changes to or curtailment or elimination of the Centers
for Medicare Medicaid Services (“CMS”) star rating bonus
payments; Aetnas ability to maintain and/or enhance its CMS star
ratings; Aetna’s ability to reduce administrative expenses while
maintaining targeted levels of service and operating performance;
failure by a service provider to meet its obligations to Aetna;
Aetnas ability to develop and maintain relationships (including
joint ventures or other collaborative risk-sharing agreements)
with providers while taking actions to reduce medical costs
and/or expand the services Aetna offers; Aetnas ability to
demonstrate that Aetnas products and processes lead to access to
quality affordable care by Aetnas members; Aetnas ability to
maintain its relationships with third-party brokers, consultants
and agents who sell its products; increases in medical costs or
Group Insurance claims resulting from any epidemics, acts of
terrorism or other extreme events; changes in medical cost
estimates due to the necessary extensive judgment that is used in
the medical cost estimation process, the considerable variability
inherent in such estimates, and the sensitivity of such estimates
to changes in medical claims payment patterns and changes in
medical cost trends; and a downgrade in Aetnas financial ratings.
For more discussion of important risk factors that may materially
affect Aetna, please see the risk factors contained in Aetnas
2016 Annual Report on Form 10-K (Aetnas 2016 Annual Report) and
Aetna’s Quarterly Report on Form 10-Q for the quarter ended
March 31, 2017 (“Aetna’s Quarterly Report”), each on file with
the Securities and Exchange Commission. You should also read
Aetnas 2016 Annual Report and Aetna’s Quarterly Report for a
discussion of Aetnas historical results of operations and
financial condition.
No assurances can be given that any of the events anticipated by
the forward-looking statements will transpire or occur, or if any
of them do occur, what impact they will have on the results of
operations, financial condition or cash flows of Aetna. Aetna
does not assume any duty to update or revise forward-looking
statements, whether as a result of new information, future events
or otherwise, as of any future date.
The information in this Current Report on Form-8-K shall not be
deemed “filed” for purposes of Section 18 of the Securities
Exchange Act of 1934 (as amended, the “Exchange Act”) or
otherwise subject to the liabilities of that Section, and shall
not be or be deemed to be incorporated by reference in any Aetna
filing under the Securities Act of 1933, as amended, or the
Exchange Act, regardless of any general incorporation language in
such filing.

About Aetna Inc. (NYSE:AET)

Aetna Inc. is a diversified healthcare benefits company. The Company operates through three segments: Health Care, Group Insurance and Large Case Pensions. The Health Care segment’s products and services consist of medical, pharmacy benefit management services, dental, behavioral health and vision plans offered on both an insured basis and an employer-funded, or administrative services contact, basis and emerging businesses products and services, such as accountable care solutions (ACS). The Group Insurance segment’s products consist of Life Insurance Products, Disability Insurance Products and Long-Term Care Insurance Products. The Large Case Pensions segment manages a range of retirement products, (including pension and annuity products) primarily for tax-qualified pension plans. Its customers include employer groups, individuals, college students, part-time and hourly workers, health plans, healthcare providers (providers), Government-sponsored plans, labor groups and expatriates.

Aetna Inc. (NYSE:AET) Recent Trading Information

Aetna Inc. (NYSE:AET) closed its last trading session up +1.13 at 141.36 with 3,870,865 shares trading hands.

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