Aug. 21, 2012 (Shareholders Foundation) -- An investigation on behalf of investors in Coventry Health Care, Inc. (NYSE:CVH) shares was announced concerning whether the offer by Aetna to acquire Coventry Health Care, Inc. for a value of $42.08 per NYSE:CVH share and the takeover process are unfair to investors in Coventry Health Care shares.


The investigation by a law firm concerns whether certain officers and directors of Coventry Health Care, Inc. breached their fiduciary duties owed to NYSE:CVH investors in connection with the proposed acquisition.

On August 20, 2012, Aetna (NYSE: AET) and Coventry Health Care, Inc. (NYSE: CVH) announced that they have entered into an agreement pursuant to which Aetna will acquire Coventry Health Care, Inc. in a transaction valued at $7.3 billion, including the assumption of Coventry debt.
Under the terms of the proposed transaction, Coventry Health Care, Inc. stockholders will receive $27.30 in cash and 0.3885 Aetna common shares for each Coventry share, or $42.08 per share, based on the closing price of Aetna common shares on Friday, August 17, 2012.

However, Coventry Health Cares performance improved lately. In fact, its annual Revenue rose from over $11.58 billion in 2010 to over $12.18 billion in 2011 and its Net Income increased from $438.62 million in 2010 to $543.11 million in 2011. Its shares (NYSE:CVH) grew from as low as $8.36 per share in 2009 to as high as $37.48 per share in 2011.

Therefore the investigation a law firm concerns whether the proposed transaction is unfair to the Coventry Health Care stockholders.

Specifically, the investigation focuses on whether the Coventry Health Care 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.