
HARTFORD, Conn. -- (Business Wire)
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withdrawn pursuant to the Change of Control Offer will be 101 percent of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securities tendered may be withdrawn at any time by following the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.
About Aetna
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.

Contacts:
Aetna
Media Contact:
Cynthia Michener, 860-273-8553
michenerc@aetna.com
or
Investor
Contact:
Tom Cowhey, 860-273-2402
cowheyt@aetna.com
Source: Aetna
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