Lawsuit Overview
July 27, 2015 (Shareholders Foundation) - An investor who currently holds shares of Humana Inc (NYSE:HUM), filed a lawsuit in effort to halt the proposed takeover of Humana Inc. by Aetna for a value of approximately $230 per share.
The plaintiff alleges that the defendants breached their fiduciary duties owed to NYSE:HUM stockholders by agreeing to sell Humana Inc too cheaply via an unfair process to Aetna.
On July 3, 2015, Aetna (NYSE: AET) and Humana Inc (NYSE:HUM) announced that they have entered into an agreement under which Aetna will acquire all outstanding shares of Humana for a combination of cash and stock valued at $37 billion or approximately $230 per Humana share based on the closing price of Aetna common shares on July 2, 2015. Under the terms of the agreement, which has been unanimously approved by the board of directors of each company, Humana stockholders will receive $125.00 in cash and 0.8375 Aetna common shares for each Humana share.
However, the plaintiff claims that the proposed consideration NYSE:HUM shareholders will receive is grossly inadequate and undervalues Humana Inc. Indeed, Humana Inc reported that its annual Total Revenue rose from $36.83 billion in 2011 to $48.5 billion in 2014. Shares of Humana Inc (NYSE:HUM) grew from $62.70 in August 2012 to as high as $214.92 per share in June 2015. In addition, the plaintiff claims that the process is also unfair to NYSE:HUM stockholders.