8-KMaterial AgreementsFinancial EventsRegulation FD+2

Cigna Group 8-K Report, Material Agreement (Mar 16, 2020)

Filed March 16, 2020For Securities:CI

Summary

Cigna Corporation (CI) announced the completion of a significant debt offering, raising $3.5 billion through the issuance of senior notes across various maturities (2030, 2040, and 2050) with coupon rates ranging from 2.400% to 3.400%. This offering was conducted under their existing shelf registration statement. The primary purpose of this financing is to proactively manage and reduce existing debt. Specifically, Cigna intends to use the net proceeds to tender for or redeem approximately $3.5 billion of its existing indebtedness maturing between 2021 and 2023. This includes a tender offer for up to $1.45 billion of notes due in 2022 and 2023, and the redemption of approximately $2.05 billion of notes due in 2021. This strategic refinancing aims to extend the company's debt maturity profile, potentially reduce interest expenses, and enhance financial flexibility. The company has also initiated redemption notices for specific series of its 2021 maturing notes across Cigna Corporation, Cigna Holding Company, and Express Scripts Holding Company.

Key Highlights

  • 1Completion of a $3.5 billion senior notes offering across 2030, 2040, and 2050 maturities.
  • 2Net proceeds are earmarked for the retirement of approximately $3.5 billion in existing debt maturing between 2021 and 2023.
  • 3Initiation of a tender offer for up to $1.45 billion of notes maturing in 2022 and 2023.
  • 4Redemption of approximately $2.05 billion of notes maturing in 2021.
  • 5Active management of debt structure to optimize maturity profile and potentially reduce interest costs.
  • 6Company is undertaking redemption of specific 2021 maturing notes across Cigna Corporation, Cigna Holding Company, and Express Scripts.

Frequently Asked Questions

Cigna has issued a total of $3.5 billion in aggregate principal amount of new senior notes, consisting of $1.5 billion of 2.400% Senior Notes due 2030, $750 million of 3.200% Senior Notes due 2040, and $1.25 billion of 3.400% Senior Notes due 2050.

The net proceeds will be used to redeem, tender, or otherwise retire a principal amount of existing indebtedness maturing between 2021 and 2023. This includes a tender offer for notes due 2022-2023 and the redemption of notes due 2021. Any remaining proceeds will be used for general corporate purposes.

The company is executing a tender offer for up to $1.45 billion in aggregate principal amount of outstanding notes with maturities in 2022 and 2023. Additionally, approximately $2.05 billion of outstanding notes with maturities in 2021 are being redeemed. This includes specific redemptions for Cigna Corporation's 3.300%, 4.750%, and 4.500% Senior Notes due 2021, Cigna Holding Company's 4.500% Senior Notes due 2021, and Express Scripts Holding Company's 3.300% and 4.750% Senior Notes due 2021.

This debt refinancing allows Cigna to proactively manage its debt maturity profile, extending maturities and potentially lowering its overall interest expense. By retiring near-term maturities with longer-term debt, the company enhances its financial flexibility and reduces near-term refinancing risk.