Aetna Statement on Coventry Stockholder Vote Approving Acquisition

  Aetna Statement on Coventry Stockholder Vote Approving Acquisition

Business Wire

HARTFORD, Conn. -- November 21, 2012

Aetna (NYSE: AET) released the following statement after today’s Coventry
Health Care, Inc. stockholder vote approving Aetna’s proposed acquisition of

“We’re pleased that Coventry’s stockholders have overwhelmingly approved our
proposed acquisition,” said Aetna Chairman, CEO and President Mark T.
Bertolini. “We continue to believe that Coventry will complement Aetna’s
strategy to expand our core insurance business, increase our presence in the
fast-growing Government sector and expand our relationships with providers in
local geographies.”

The transaction is subject to  customary closing conditions, including
expiration of the federal Hart-Scott-Rodino antitrust waiting period and
approvals of state departments of insurance and other regulators. Aetna and
Coventry continue to expect that the transaction will be completed in

With the Coventry stockholder vote completed, Aetna may resume repurchases of
its common shares, subject to its evaluation of market conditions, capital
allocation considerations, legal constraints and other relevant factors.

About Aetna

Aetna is one of the nation's leading diversified health care benefits
companies, serving approximately 37.3 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 and health
information technology services. Our 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

Cautionary Statement Regarding Forward-Looking Statements

Statements in this press release that are forward-looking, including Aetna’s
projections as to the anticipated benefits of the proposed transaction to
Aetna and the impact of the proposed transaction on Aetna’s businesses, and
Aetna’s and Coventry’s projection as to the closing date for the proposed
transaction, are based on management’s estimates, assumptions and projections,
and are subject to significant uncertainties and other factors, many of which
are beyond Aetna’s control. Important risk factors could cause actual future
results and other future events to differ materially from those currently
estimated by management, including, but not limited to: the timing to
consummate the proposed transaction; the risk that a condition to closing of
the proposed acquisition may not be satisfied; the risk that a regulatory
approval that may be required for the proposed acquisition is delayed, is not
obtained or is obtained subject to conditions that are not anticipated; the
outcome of pending or future litigation relating to the proposed transaction;
Aetna’s ability to achieve the synergies and value creation contemplated by
the proposed transaction; Aetna’s ability to promptly and effectively
integrate Coventry’s businesses; the diversion of management time on
acquisition-related issues; and changes in Aetna’s future cash requirements,
capital requirements, results of operations, financial condition and/or cash
flows. Health care reform will significantly impact Aetna’s business
operations and financial results, including Aetna’s medical benefit ratios.
Components of the legislation will be phased in over the next six years, and
Aetna will be required to dedicate material resources and incur material
expenses during that time to implement health care reform. Many significant
parts of the legislation, including health insurance exchanges, Medicaid
expansion, the scope of “essential benefits,” employer penalties and the
implementation of minimum medical loss ratios, require further guidance and
clarification at both the federal level and/or in the form of regulations and
actions by state legislatures to implement the law. In addition, pending
efforts in the U.S. Congress to repeal, amend, or restrict funding for various
aspects of health care reform and the possibility of additional litigation
challenging aspects of the law continue to create additional uncertainty about
the ultimate impact of health care reform. As a result, many of the impacts of
health care reform will not be known for the next several years. Other
important risk factors include: adverse and less predictable economic
conditions in the U.S. and abroad (including unanticipated levels of, or
increases in the rate of, unemployment); adverse changes in health care reform
and/or other federal or state government policies or regulations as a result
of health care reform or otherwise (including legislative, judicial or
regulatory measures that would affect Aetna’s business model, restrict funding
for or amend various aspects of health care reform, limit Aetna’s ability to
price for the risk it assumes and/or reflect reasonable costs or profits in
its pricing, such as mandated minimum medical benefit ratios, eliminate or
reduce ERISA pre-emption of state laws (increasing Aetna’s potential
litigation exposure) or mandate coverage of certain health benefits); Aetna’s
ability to differentiate its products and solutions from those offered by its
competitors, and demonstrate that its products lead to access to better
quality of care by its members; unanticipated increases in medical costs
(including increased intensity or medical utilization as a result of flu,
increased COBRA participation rates or otherwise; changes in membership mix to
higher cost or lower-premium products or membership-adverse selection; changes
in medical cost estimates due to the necessary extensive judgment that is used
in the medical cost estimation process, the considerable variability inherent
in such estimates, and the sensitivity of such estimates to changes in medical
claims payment patterns and changes in medical cost trends; increases
resulting from unfavorable changes in contracting or re-contracting with
providers, and increased pharmacy costs); failure to achieve and/or delays in
achieving desired rate increases and/or profitable membership growth due to
regulatory review or other regulatory restrictions, the difficult economy
and/or significant competition, especially in key geographic areas where
membership is concentrated, including successful protests of business awarded
to us; adverse changes in size, product mix or medical cost experience of
membership; Aetna’s ability to diversify its sources of revenue and earnings;
adverse program, pricing or funding actions by federal or state government
payors, including as a result of sequestration and/or curtailment or
elimination of the Centers for Medicare & Medicaid Services’ star rating bonus
payments; the ability to reduce administrative expenses while maintaining
targeted levels of service and operating performance; the ability to
successfully implement Aetna’s agreement with CVS Caremark Corporation on a
timely basis and in a cost-efficient manner and to achieve projected operating
efficiencies for the agreement; Aetna’s ability to integrate, simplify, and
enhance its existing information technology systems and platforms to keep pace
with changing customer and regulatory needs; the success of Aetna’s health
information technology initiatives; Aetna’s ability to successfully integrate
its businesses (including Medicity, Prodigy Health Group, PayFlex, and
Genworth Financial Inc.’s Medicare Supplement business and other businesses
Aetna may acquire in the future, including Coventry) and implement multiple
strategic and operational initiatives simultaneously; managing executive
succession and key talent retention, recruitment and development; the outcome
of various litigation and regulatory matters, including guaranty fund
assessments and litigation concerning, and ongoing reviews by various
regulatory authorities of, certain of Aetna’s payment practices with respect
to out-of-network providers and/or life insurance policies; reputational
issues arising from its social media activities, data security breaches, other
cybersecurity risks or other causes; the ability to develop and maintain
relations with providers while taking actions to reduce medical costs and/or
expand the services Aetna offers; Aetna’s ability to maintain its
relationships with third party brokers, consultants and agents who sell
Aetna’s products; increases in medical costs or Group Insurance claims
resulting from any epidemics, acts of terrorism or other extreme events; and a
downgrade in Aetna’s financial ratings. For more discussion of important risk
factors that may materially affect Aetna, please see the risk factors
contained in Aetna’s 2011 Annual Report on Form 10-K (Aetna’s “Annual
Report”), Aetna’s Quarterly Report on Form 10-Q for the quarter ended March
31, 2012 (Aetna’s “First Quarter 10-Q”), Aetna’s Quarterly Report on Form 10-Q
for the quarter ended June 30, 2012 (Aetna’s “Second Quarter 10-Q”) and
Aetna’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2012
(together with Aetna’s First Quarter 10-Q and Second Quarter 10-Q, Aetna’s
“Quarterly Reports”), each on file with the SEC. You also should read Aetna’s
Annual Report and Aetna’s Quarterly Reports for a discussion of Aetna’s
historical results of operations and financial condition.


Media Contact:
Cynthia Michener, 860-273-8553
Investor Contact:
Tom Cowhey, 860-273-2402
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