HARTFORD, Conn. – Coventry Health Care, Inc., a wholly owned subsidiary of Aetna Inc. (NYSE: AET), announced today the commencement of a cash tender offer (the “Change of Control Offer”) for any and all of its outstanding 6.125 percent senior notes due 2015 (CUSIP No. 222862AF1). The securities are fully and unconditionally guaranteed by Aetna.
The Change of Control Offer is being made pursuant to the indenture governing the securities, which requires Coventry to offer to purchase the securities upon the occurrence of a change of control of Coventry. The merger by which Coventry became a wholly owned subsidiary of Aetna, which was completed on May 7, 2013, constituted a change of control of Coventry under such indenture.
The Change of Control Offer will commence on June 6, 2013, and expire at 5:00 p.m. ET on July 8, 2013 (the “expiration date”). The purchase price to be paid for any securities that are validly tendered and not validly withdrawn pursuant to the Change of Control Offer will be 101 percent of the principal amount of such securities, plus accrued and unpaid interest to the purchase date for the Change of Control Offer, which will be July 10, 2013.
The Change of Control Offer is being made pursuant to an “Offer to Purchase” dated June 6, 2013, which sets forth a more detailed description of the Change of Control Offer, the merger and Aetna’s guarantee of the securities. Holders of the securities are urged to read carefully the Offer to Purchase before making any decision with respect to the Change of Control Offer.
In order to receive the purchase price payable pursuant to the Change of Control Offer, holders of the securities must validly tender their securities prior to the expiration date and not validly withdraw their securities prior to the expiration date. Prior to the expiration date, securities tendered may be withdrawn at any time by following the procedures described in the Offer to Purchase.
The obligation of Coventry to accept for purchase and to pay the purchase price and the accrued and unpaid interest on securities purchased pursuant to the Change of Control Offer is not subject to any minimum tender condition.
U.S. Bank National Association (U.S. Bank) is serving as paying agent for the Change of Control Offer. Questions regarding the Change of Control Offer may be directed to U.S. Bank at 1-800-934-6802. Requests for assistance or additional copies of the Offer to Purchase may be directed to Aetna at 1-860-273-1322.
This news release shall not be construed as an offer to purchase or a solicitation of an offer to purchase any of the securities or any other securities. None of Coventry, Aetna or U.S. Bank makes any recommendations as to whether holders of the securities should tender their securities pursuant to the Change of Control Offer.
Aetna is one of the nation’s leading diversified health care benefits companies, serving an estimated 44 million people with information and resources to help them make better informed decisions about their health care. Aetna offers a broad range of traditional, voluntary and consumer-directed health insurance products and related services, including medical, pharmacy, dental, behavioral health, group life and disability plans, and medical management capabilities, Medicaid health care management services, workers’ compensation administrative services and health information technology services. Aetna’s customers include employer groups, individuals, college students, part-time and hourly workers, health plans, health care providers, governmental units, government-sponsored plans, labor groups and expatriates. For more information, see www.aetna.com.
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