$37 Billion Acquisition of Humana by Aetna

July 3, 2015

Cleary Gottlieb is representing Citigroup and Lazard as financial advisors to Aetna, in connection with Aetna’s acquisition of Humana. The deal, announced on July 3, 2015, is expected to close in 2016 and is subject to, among others, antitrust and insurance regulatory approval and the approval of the stockholders of each of Aetna and Humana. Aetna will pay $125.00 in cash and 0.8375 of a share of Aetna common stock, or approximately $230, per share of Humana common stock to acquire all of the outstanding shares of Humana, for a total transaction value of approximately $37 billion.

Aetna is one of the nation’s leading diversified health care benefit companies. Humana is a leading health and well-being company. The complementary combination brings together Humana’s growing Medicare Advantage business with Aetna’s diversified portfolio and commercial capabilities to create a company serving the most seniors in the Medicare Advantage program and the second-largest managed care company in the United States.