Item 7.01 Regulation FD Disclosure.
Cigna previously discussed its full year 2021 outlook in its press release and
investor presentation dated
Adjusted revenues is defined as total revenues excluding net realized investment
results from equity method investments and special items. Cigna excludes these
items because management believes they are not indicative of past or future
underlying performance of the business. Adjusted income (loss) from operations
is defined as shareholders' net income (loss) excluding the following
adjustments: net realized investment results, amortization of acquired
intangible assets and special items. Adjusted income (loss) from operations is a
measure of profitability used by Cigna's management because it presents the
underlying results of operations of Cigna's businesses and permits analysis of
trends in underlying revenue, expenses and shareholders' net income. These
consolidated measures are not determined in accordance with accounting
principles generally accepted in
Cigna currently intends to pay regular quarterly dividends, with future declarations subject to approval by its Board of Directors and the Board's determination that the declaration of dividends remains in the best interests of Cigna and its shareholders. The decision of whether to pay future dividends and the amount of any such dividends will be based on the Company's financial position, results of operations, cash flows, capital requirements, the requirements of applicable law and any other factors the Board of Directors may deem relevant.
The timing and actual number of shares repurchased will depend on a variety of factors, including price, general business and market conditions, and alternate uses of capital. The share repurchase program may be effected through open market purchases in compliance with Rule 10b-18 under the Securities Exchange Act of 1934, as amended, including through Rule 10b5-1 trading plans, or privately negotiated transactions. The program may be suspended or discontinued at any time.
This information shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act whether made before or after the date of this report, except as shall be expressly set forth by specific reference in such a filing.
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CAUTIONARY STATEMENT FOR PURPOSES OF THE SAFE HARBOR PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
This Current Report on Form 8-K (the "Report"), and oral statements made with
respect to information contained in this Report, may contain forward-looking
statements within the meaning of the Private Securities Litigation Reform Act of
1995. Forward-looking statements are based on Cigna's current expectations and
projections about future trends, events and uncertainties. These statements are
not historical facts. Forward-looking statements may include, among others,
statements concerning our projected adjusted income from operations outlook for
2021 on a consolidated and per share basis, projected adjusted revenue outlook
for 2021, and projected weighted average shares outstanding included in Item
7.01 of this Report; as well as statements concerning future financial or
operating performance, including our ability to deliver affordable, personalized
and innovative solutions for our customers and clients, including in light of
the challenges presented by the COVID-19 pandemic; future growth, business
strategy, strategic or operational initiatives; economic, regulatory or
competitive environments, particularly with respect to the pace and extent of
change in these areas; financing or capital deployment plans and amounts
available for future deployment; our prospects for growth in the coming years;
strategic transactions, including the pending acquisition of
Forward-looking statements are subject to risks and uncertainties, both known
and unknown, that could cause actual results to differ materially from those
expressed or implied in forward-looking statements. Such risks and uncertainties
include, but are not limited to: our ability to achieve our strategic and
operational initiatives; our ability to adapt to changes in an evolving and
rapidly changing industry; the scale, scope and duration of the COVID-19
pandemic and its potential impact on our business, operating results, cash flows
or financial condition, our ability to compete effectively, differentiate our
products and services from those of our competitors and maintain or increase
market share; price competition and other pressures that could compress our
margins or result in premiums that are insufficient to cover the cost of
services delivered to our customers; the potential for actual claims to exceed
our estimates related to expected medical claims; our ability to develop and
maintain satisfactory relationships with physicians, hospitals, other health
service providers and with producers and consultants; our ability to maintain
relationships with one or more key pharmaceutical manufacturers or if payments
made or discounts provided decline; changes in the pharmacy provider marketplace
or pharmacy networks; changes in drug pricing or industry pricing benchmarks;
political, legal, operational, regulatory, economic and other risks that could
affect our multinational operations; risks related to strategic transactions and
realization of the expected benefits of such transactions, including with
respect to the pending acquisition of
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