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Negotiations in Anthem, Cigna merger saga getting testy in public

By Doug G. Ware
Negotiations in Anthem, Cigna merger saga getting testy in public
Cigna and Anthem engaged in a public disagreement over the weekend regarding a proposed merger between the two insurance companies that could be worth more than $53 billion. File Photo: FotograFFF/Shutterstock

NEW YORK, June 21 (UPI) -- Merger talks between insurance companies Cigna and Anthem took a more testy -- and a very public tone this weekend, as both sides aired concerns about the deal.

Company officials expressed frustration with Anthem on Sunday, for publicly disclosing Saturday the acquisition attempt and Cigna's rejection of a $184 per-share offer.

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However, Anthem said part of the reason it disclosed the deal was to ensure Cigna shareholders could fully evaluate its offer.

"We believe that your stockholders would choose to agree to our proposed governance structure rather than forfeit the substantial premium and other significant benefits that we can offer them in a combination of our companies," Anthem's letter said. "Therefore, to ensure that your stockholders are apprised of the extraordinary value afforded by an Anthem-Cigna combination, we are publicly releasing the text of this letter."

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Sunday, Cigna responded with a public news release of it own, and an open letter to Anthem's board from CEO David Cordani and Chairman Isaiah Harris.

"We are deeply disappointed with your recent actions," their letter said. "We have been engaged in good faith discussions with Anthem to determine whether a potential strategic combination is in the best interests of Cigna's shareholders."

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Anthem said the negotiations started last month, but indicated that it believes Cigna is making too many unreasonable demands, as part of the deal. Anthem also disclosed that Cigna had rejected three offer prices in the last two and-a-half weeks.

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In its response, Cigna said it is concerned with Anthem's management staff and growth strategy.

"You are...facing a number of major issues, including Anthem's lack of a growth strategy, complications relating to your membership in the Blue Cross Blue Shield Association (BCBSA) and the related antitrust actions, and other significant challenges, such as the massive data breach you experienced in February," Cordani and Harris wrote in their letter.

It remains to be seen how the negotiations will move forward, now that each side has taken their concerns and complaints public.

"Taken together, these factors have led our Board, mindful of its fiduciary duties, to conclude unanimously that your most recent proposal is inadequate and not in the best interests of Cigna's shareholders," Cordani's and Harris' letter said.

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