Cigna Corporation (NYSE:CI) Files An 8-K Termination of a Material Definitive Agreement
Item 1.02 Termination of a Material Definitive Agreement.
Court for the District of Columbia issued an order enjoining the
proposed merger between Cigna Corporation (the “Company”) and
Anthem, Inc., a Delaware corporation (“Anthem”).
terminated the Agreement and Plan of Merger (the “Merger
Agreement”), dated as of July 23, 2015, by and among the
Company, Anthem and a direct wholly owned subsidiary of Anthem,
and that Anthem must pay the $1.85 billion reverse termination
fee to the terms of the Merger Agreement. A description of the
terms of the Merger Agreement was included in Item 1.01 of the
Current Report on Form 8-K filed by the Company with the United
States Securities and Exchange Commission on July 27, 2015.
Delaware Court of Chancery seeking declaratory judgments that the
Company’s termination of the Merger Agreement is lawful and that
Anthem is not permitted to extend the termination date. The
Company’s complaint also seeks payment by Anthem of the $1.85
billion reverse termination fee, as well as additional damages in
an amount exceeding $13 billion, which includes the lost premium
value to Cigna’s shareholders caused by Anthem’s willful
breaches of the Merger Agreement.
to these actions, which is attached as Exhibit 99.1 hereto and is
incorporated herein by reference. In addition, the Company has
provided a Question and Answer document to provide additional
information regarding the U.S. District Court’s decision,
Cigna’s decision to terminate the Merger Agreement and the
litigation with Anthem, which is attached as Exhibit 99.2 hereto
and is incorporated herein by reference.
Section 18 of the Securities Exchange Act of 1934, as amended
(the “Exchange Act”), or incorporated by reference in any
filing under the Securities Act of 1933, as amended, or the
Exchange Act whether made before or after the date of this
report, except as shall be expressly set forth by specific
reference in such a filing.
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Exhibit
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Description
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99.1
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Press Release dated February 14, 2017.
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99.2
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Question and Answer document dated February 14, 2017.
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About Cigna Corporation (NYSE:CI)
Cigna Corporation (Cigna), together with its subsidiaries, is a health services company. The Company offers medical, dental, disability, life and accident insurance and related products and services. The Company’s segments include Global Health Care, Global Supplemental Benefits, Group Disability and Life, Other Operations and Corporate. The Global Health Care segment aggregates the commercial and Government operating segments. The Global Supplemental Benefits segment offers supplemental health, life and accident insurance products primarily in Asia, Europe and the United States. The Company’s Global Supplemental Benefits segment offers supplemental health, life and accident insurance products primarily in Asia, Europe and the United States. Its products are offered through employers and other groups, such as Governmental and non-Governmental organizations, unions and associations. Cigna also offers commercial health and dental insurance, and Medicare and Medicaid products and health. Cigna Corporation (NYSE:CI) Recent Trading Information
Cigna Corporation (NYSE:CI) closed its last trading session up +1.68 at 147.53 with 1,067,143 shares trading hands.
