HARTFORD, Conn., December 13, 2000 — Aetna (NYSE: ΑET) today announced that it has completed the sale
of its financial services and international businesses to ING Groep
N.V. for approximately $7.7 billion, and completed the simultaneous
spinoff of its health care business to shareholders.
Under terms of the transaction, ING will pay approximately $5
billion in cash directly to Aetna shareholders and assume approximately
$2.7 billion of Aetna’s debt. As a result, each shareholder of
record as of the close of business today will receive approximately
$35.33 in exchange for each of their existing shares and one share
of common stock of the newly spun-off health care company. For
shareholders who hold their shares directly, in order to receive
the cash consideration, they will have to exchange their existing
Aetna shares for the cash, and they will be sent a statement shortly
with detailed instructions on how to do so. For shareholders who
hold their shares through a bank or broker, no action is required
to receive the cash, as the bank or broker will process the exchange
on behalf of its customers. In addition, no action is required
of any shareholders in order to receive the common stock of the
newly spun-off health care company. Aetna will promptly send to
shareholders a statement evidencing their shares in the new company.
If shareholders have any questions, the information agent, Georgeson
Shareholder Communications Inc., can be reached at 1-800-223-2064.
As of the closing, there were 141,670,551 shares outstanding.
Pursuant to the transaction with ING, the former Aetna Inc.
was renamed Lion Connecticut Holdings Inc. and merged into a subsidiary
of ING. The health care business has been renamed Aetna Inc. and
will trade on the New York Stock Exchange under the symbol AET.
"This marks an important chapter in the company's 147-year history,
and it raises the curtain on an exciting new time of challenge
and opportunity as the new Aetna rededicates itself to being the
nation’s premier health and related benefits company," said William
H. Donaldson, chairman of Aetna. "The sale gives Aetna Financial
Services and Aetna International a new home, where their strong
capabilities can be combined with those of a global financial
services leader."
"Today also marks a new beginning for Aetna as a health and related
benefits company," said Dr. John W. Rowe, president and CEO of
Aetna. "Our goal is to transform Aetna into a consumer-focused
company based on mutually respectful physician relationships
that will create added value for all our constituents."
Share Repurchase Authorized
Aetna also announced today a program to repurchase up to 5 million
shares of its common stock. The authorization allows the repurchase
of the shares from time to time on the open market. The company
intends to fund the share repurchases with proceeds received from
the exercise of employee stock options, thereby mitigating the
dilution impact of the option exercises.
New Dividend Policy
Aetna today also announced a new dividend policy under which the
company intends to pay a $.04 dividend annually, rather than quarterly.
The new dividend policy places Aetna more in line with its competitors.
The dividend is expected to be paid in the fourth quarter of each
year, beginning in 2001.
Conference Call Date Set
In addition, Aetna announced today that it would conduct a conference
call on Monday, Dec. 18, at 9 a.m., to discuss the company’s financial
outlook for 2001. The public may access the conference call, which
is available on a listen-only basis, by dialing 212-896-6013 five
to 10 minutes before the call. Individuals who call in will be
asked to identify themselves and their affiliations. A live Webcast
and replays also will be available through the Internet at www.aetna.com.
A replay of the call will be available from Dec. 18 at 11 a.m.
ET until Dec. 22 at 11 p.m. ET. Replay numbers are: 800-633-8284
(domestic), 858-812-6440 (international), reservation #17249007.
Aetna is the nation's leading provider of health care and related benefits, serving more than 19 million health care
members, 14 million dental members and 11 million group insurance customers.
