Investigation Overview
July 27, 2015 (Shareholders Foundation) - An investigation on behalf of investors, who currently hold shares of CIGNA Corporation (NYSE:CI), was announced concerning whether the takeover of CIGNA Corporation by Anthem, Inc for a value of approximately $188.00 per share is unfair to NYSE:CI stockholders.
The investigation by a law firm concerns whether certain officers and directors of CIGNA Corporation breached their fiduciary duties owed to NYSE:CI investors in connection with the proposed acquisition.
On July 24, 2015, Anthem, Inc. (NYSE: ANTM) and Cigna Corporation (NYSE: CI) announced that they have entered into an agreement whereby Anthem will acquire all outstanding shares of Cigna in a cash and stock transaction and Cigna shareholders will receive $103.40 in cash and 0.5152 Anthem common shares for each Cigna common share. The total per share consideration equates to approximately $188.00 for each Cigna share based on Anthem's closing share price on May 28, 2015, valuing the transaction at $54.2 billion on an enterprise basis.
However, given that at least one analyst has set the high target price for NYSE:CI shares at $190.00 per share, the investigation concerns whether the offer is unfair to NYSE:CI stockholders. More specifically, the investigation concerns whether the CIGNA Board of Directors undertook an adequate sales process, adequately shopped the company before entering into the transaction, maximized shareholder value by negotiating the best price, and acted in the shareholders' best interests in connection with the proposed sale.
CIGNA Corporation (NYSE:CI) reported that its annual Total Revenue rose from over $32.39 billion in 2013 to over $34.95 billion in 2014 and that its respective Net Income increased from over $1.47 billion in 2013 to over $2.1 billion in 2014. Shares of CIGNA Corporation (NYSE:CI) grew from $75.64 per share ion April 2014 to as high as $168.06 per share in June 2015.