Investigation Overview
July 13, 2015 (Shareholders Foundation) - An investigation on behalf of investors, who currently hold shares of Humana Inc (NYSE:HUM), was announced concerning whether the takeover of Humana Inc. by Aetna for a value of approximately $230 per share is unfair to NYSE:HUM stockholders.
The investigation by a law firm concerns whether certain officers and directors of Humana Inc breached their fiduciary duties owed to NYSE:HUM investors in connection with the proposed acquisition.
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 investigation concerns whether the offer is unfair to NYSE:HUM stockholders. More specifically, the investigation concerns whether the Humana 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.
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.