Cigna Corporation (NYSE:CI) (the “Company”) announced today the
results as of 5:00 p.m., New York City time, on September 18, 2017
(the “Early Tender Date”) of its previously announced offers to
purchase for cash (the “Tender Offers”) up to $1,000,000,000
aggregate principal amount (the “Aggregate Maximum Principal
Amount”) of its outstanding 8.300% Notes due 2023, 7.650% Notes due
2023, 7.875% Debentures due 2027, 8.300% Step Down Notes due 2033,
6.150% Notes due 2036, 5.875% Notes due 2041 and 5.375% Notes due
2042 (collectively, the “Securities”), upon the terms and subject
to the conditions set forth in the Offer to Purchase dated
September 5, 2017 and the related Letter of Transmittal
(collectively, the “Offer to Purchase”).
The Company has been advised by the tender agent that, as of the
Early Tender Date, the amounts set forth in the table below of each
series of Securities had been validly tendered and not validly
withdrawn. The amount of each series of Securities that is to be
accepted for purchase as of the Early Tender Date will be
determined in accordance with the acceptance priority levels and
the proration procedures described in the Offer to Purchase. It is
expected that all of the 8.300% Step Down Notes due 2033, 6.150%
Notes due 2036, 5.875% Notes due 2041 and 5.375% Notes due 2042
validly tendered and not validly withdrawn will be accepted for
purchase and will not be subject to proration and the 7.875%
Debentures due 2027 validly tendered and not validly withdrawn will
be subject to a proration factor of approximately 20%. The Company
will not accept any 8.300% Notes due 2023 or 7.650% Notes due 2023
for purchase.
The “Total Consideration” payable per $1,000 principal amount of
each series of Securities validly tendered and accepted for
purchase was determined by the Dealer Managers based on a spread
over a reference U.S. Treasury Security, as set forth in the table
below, in accordance with standard market practice as of 2:00 p.m.,
New York City time, on September 18, 2017. The Total Consideration
payable by the Company per $1,000 principal amount of Securities
accepted for purchase has been set at $1,276.86 for its 8.300%
Notes due 2023, $1,258.99 for its 7.650% Notes due 2023, $1,391.90
for its 7.875% Debentures due 2027, $1,480.26 for its 8.300% Step
Down Notes due 2033, $1,319.29 for its 6.150% Notes due 2036,
$1,314.38 for its 5.875% Notes due 2041 and $1,253.19 for its
5.375% Notes due 2042.
The following table summarizes the material pricing terms and
early results for the Tender Offers:
Title of Security
CUSIPNumbers
Principal Amount
Tendered
AcceptancePrioritylevel
EarlyTenderPayment(a)
FixedSpread(bps)
Reference U.S.Treasury
Security
ReferenceYield(DeterminedonSeptember18,
2017, at2:00 p.m.)
TotalConsideration(a),
(b)
8.300% StepDown NotesDue 2033
125509BE8 $37,786,000 1
$30 115
3.000% U.S.Treasury Notesdue May 2047
2.810% $1,480.26
6.150% NotesDue 2036
125509BH1 $309,502,000 2
$30 98
3.000% U.S.Treasury Notesdue May 2047
2.810% $1,319.29
5.875% NotesDue 2041
125509BQ1 $179,477,000 3
$30 100
3.000% U.S.Treasury Notesdue May 2047
2.810% $1,314.38
5.375% NotesDue 2042
125509BT5 $432,718,000 4
$30 95
3.000% U.S.Treasury Notesdue May 2047
2.810% $1,253.19
7.875%DebenturesDue 2027
125509AZ2 $206,799,000 5
$30 90
2.250% U.S.Treasury Notesdue August
2027
2.238% $1,391.90
8.300% NotesDue 2023
125509AG4 $1,535,000 6
$30 85
1.625% U.S.Treasury Notesdue August
2022
1.832% $1,276.86
7.650% NotesDue 2023
125509AH2 $44,177,000 7
$30 70
1.625% U.S.Treasury Notesdue August
2022
1.832% $1,258.99
___________________________________
(a) Per $1,000 principal amount. (b) Total Consideration is
based on the Fixed Spread for the applicable series of Securities
to the yield of the Reference U.S. Treasury Security for that
series as of 2:00 p.m., New York City time, on September 18, 2017.
The Total Consideration excludes accrued and unpaid interest on the
Securities accepted for purchase.
It is anticipated that payment for the Securities that were
validly tendered and accepted for purchase as of the Early Tender
Date will be made on September 19, 2017.
The Tender Offers will expire at 11:59 p.m., New York City time,
on October 2, 2017, unless extended or earlier terminated. Because
the Tender Offers have been fully subscribed as of the Early Tender
Date, holders who tender Securities after the Early Tender Date
will not have any of their Securities accepted for purchase.
Additional Information
HSBC Securities (USA) Inc., J.P. Morgan Securities LLC and MUFG
Securities Americas Inc. are the Dealer Managers for the Tender
Offers. D.F. King & Co., Inc. has been appointed as the tender
agent and information agent for the Tender Offers.
Persons with questions regarding the Tender Offers should
contact HSBC Securities (USA) Inc. at (212) 525-5552 (collect) or
(888) HSBC-4LM (toll-free), J.P. Morgan Securities LLC at (212)
834-8553 (collect) or (866) 834-4666 (toll-free) and MUFG
Securities Americas Inc. at (212) 405-7481 (collect) or (877)
744-4532 (toll-free). Holders who would like additional copies of
the Offer to Purchase may contact the information agent, D.F. King
& Co., Inc. by calling toll-free at (800) 628-8532 (banks and
brokers may call collect at (212) 269-5550) or email
ci@dfking.com.
This press release is not an offer to sell or a solicitation of
an offer to buy any security. The Tender Offers are being made
solely pursuant to the Offer to Purchase.
The Tender Offers do not constitute, and the Offer to Purchase
may not be used in connection with, an offer or solicitation by
anyone in any jurisdiction in which such offer or solicitation is
not permitted by law or in which the person making such offer or
solicitation is not qualified to do so or to any person to whom it
is unlawful to make such offer or solicitation.
About Cigna
Cigna Corporation (NYSE: CI) is a global health service company
dedicated to helping people improve their health, well-being and
sense of security. All products and services are provided
exclusively by or through operating subsidiaries of Cigna
Corporation, including Connecticut General Life Insurance Company,
Cigna Health and Life Insurance Company, Life Insurance Company of
North America and Cigna Life Insurance Company of New York. Such
products and services include an integrated suite of health
services, such as medical, dental, behavioral health, pharmacy,
vision, supplemental benefits, and other related products including
group life, accident and disability insurance. Cigna maintains
sales capability in 30 countries and jurisdictions, and has more
than 95 million customer relationships throughout the world. To
learn more about Cigna®, including links to follow us on Facebook
or Twitter, visit www.cigna.com.
CAUTIONARY NOTE REGARDING FORWARD-LOOKING
STATEMENTS
This press release may contain forward-looking statements.
Forward-looking statements are based on our current expectations
and projections about future trends, events and uncertainties.
These statements are not historical facts. Forward-looking
statements may include, among others, statements concerning an
anticipated financing and other statements regarding our future
beliefs, expectations, plans, intentions, financial condition or
performance. You may identify forward-looking statements by the use
of words such as “believe,” “expect,” “plan,” “intend,”
“anticipate,” “estimate,” “predict,” “potential,” “may,” “should,”
“will” or other words or expressions of similar meaning, although
not all forward-looking statements contain such terms.
Forward-looking statements are subject to risks and
uncertainties, both known and unknown, that could cause actual
results to differ materially from those expressed or implied in
forward-looking statements. The discussions in our Annual Report on
Form 10-K for the year ended December 31, 2016 and our Quarterly
Reports on Form 10-Q for the quarterly periods ended March 31, 2017
and June 30, 2017, including the “Risk Factors” and “Management’s
Discussion and Analysis of Financial Condition and Results of
Operations” sections therein, as such discussions may be updated
from time to time in our periodic filings with the SEC incorporated
by reference in the Offer to Purchase, include both expanded
discussion of these factors and additional risk factors and
uncertainties that could affect the matters discussed in the
forward-looking statements. You should not place undue reliance on
forward-looking statements that speak only as of the date they are
made, are not guarantees of future performance or results, and are
subject to risks, uncertainties and assumptions that are difficult
to predict or quantify. The Company undertakes no obligation to
update or revise any forward-looking statement, whether as a result
of new information, future events or otherwise, except as may be
required by law.
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version on businesswire.com: http://www.businesswire.com/news/home/20170919005562/en/
Cigna CorporationWill McDowell, 215-761-4198
Cigna (NYSE:CI)
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