Cigna’s $54 Billion Merger with Anthem

On July 24, 2015, Anthem, Inc. and Cigna Corporation announced that they have entered into a definitive agreement whereby Anthem will acquire all outstanding shares of Cigna in a cash and stock transaction and Cigna shareholders will receive $103.40 in cash and 0.5152 Anthem common shares for each Cigna common share. The total per share consideration equates to approximately $188 for each Cigna share based on Anthem’s unaffected closing share price on May 28, 2015, valuing the transaction at approximately $54.2 billion on an enterprise basis. Cravath represented Cigna in connection with this transaction.

The Cravath team was led by partners Erik R. Tavzel and Aaron M. Gruber and included associates Michael E. Mariani, Jennifer Uren and David J. Benhamou on M&A matters; partner Stephen L. Gordon and associate Ashley N. Elnicki on tax matters; partner Eric W. Hilfers and associates Matthew Cantor and Amy C. Benford on executive compensation and benefits matters; partner David J. Kappos and associate Nicholas A. Jackson on intellectual property matters; partner Matthew Morreale on environmental matters; and practice area attorney Gary R. Eisenman on real estate matters. Summer associate Nino Christopher C. Yu Tiamco also worked on M&A matters.