8-KOther EventsExhibits & Filings

CVS HEALTH Corp 8-K Report, Corporate Update (Feb 28, 2018)

Filed February 28, 2018For Securities:CVS

Summary

This Current Report on Form 8-K filed by CVS Health Corporation (CVS) on February 28, 2018, primarily serves to furnish important financial information related to its previously announced acquisition of Aetna Inc. The filing includes the audited consolidated financial statements of Aetna for the periods ending December 31, 2017, along with management's report on internal controls. Additionally, it presents unaudited pro forma condensed combined financial statements for CVS Health, illustrating the anticipated financial position and performance post-acquisition. These financial disclosures are critical for investors to assess the potential financial impact and scale of the Aetna acquisition on CVS Health. The report also includes necessary consents from both companies' independent auditors, KPMG LLP (for Aetna) and Ernst & Young LLP (for CVS Health), for their reports to be incorporated into registration statements. The filing reiterates that this communication is for informational purposes and not an offer to sell or solicit any votes concerning the transaction, directing investors to the definitive joint proxy statement/prospectus for comprehensive details.

Key Highlights

  • 1CVS Health is providing audited financial statements for Aetna and pro forma combined financial statements for the anticipated merger.
  • 2These financial documents are crucial for investors to evaluate the financial implications of the Aetna acquisition.
  • 3The filing includes the consent of KPMG LLP (Aetna's auditor) and Ernst & Young LLP (CVS Health's auditor) for incorporation into registration statements.
  • 4The report clarifies that this filing is informational and not a solicitation for votes or offers related to the transaction.
  • 5Investors are urged to read the definitive joint proxy statement/prospectus for detailed information on the transaction.
  • 6Forward-looking statements are included, cautioning investors about uncertainties and potential risks associated with the acquisition and its future outcomes.

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