Aetna 8-K 2009
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
(Exact name of registrant as specified in its charter)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
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¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Section 2 – Financial Information
Item 2.05 Costs Associated with Exit or Disposal Activities.
On November 18, 2009, Aetna Inc. (“Aetna”) announced that it is reducing its workforce by approximately 625 positions effective immediately and anticipates making a similar number of workforce reductions by the end of the first quarter of 2010. Aetna currently has approximately 35,500 employees. These actions are consistent with Aetna’s goal of aligning its cost structure with its membership outlook for 2010 and are in preparation for the impact that health care reform and regulatory changes may have on our business. Aetna expects to incur a fourth quarter 2009 charge of approximately $40 million, after tax, as a result of the November 2009 workforce reductions and ongoing real estate consolidations which are expected to be completed in the fourth quarter of 2009. Included in this charge is approximately $12 million, after tax, related to severance and benefit costs and approximately $28 million, after tax, related to the consolidation of real estate leases. Aetna expects substantially all of these charges to result in future cash expenditures.
Aetna is not currently able to estimate the amount of the severance and benefits charge from future workforce reductions that it expects to complete by the end of the first quarter of 2010. Aetna expects to incur such charge in the fourth quarter of 2009.
CAUTIONARY STATEMENT -- Certain information in this Form 8-K is forward looking, including our projections as to the number of positions to be eliminated from Aetna’s workforce, the timing of the anticipated future workforce reductions, severance and benefit costs, real estate lease consolidation costs, future cash expenditures and the timing and amount of charges. Forward-looking information is based on management's estimates, assumptions and projections, and is subject to significant uncertainties and other factors, many of which are beyond Aetna's control. Important risk factors could cause actual outcomes and results to differ materially from what is expressed in the information in this Form 8-K, including changes in Aetna’s actual tax rate compared to the rate assumed in estimating the charges, changes in the number of severed employees compared to the number assumed in estimating the charges, changes in the amounts payable to severed employees compared to the amounts assumed in estimating the charges, changes in the expenditures associated with vacating leased properties and/or our ability to sublease those properties compared to the amounts assumed in estimating the charges and changes in the timing of the anticipated future workforce reductions. For more discussion of important risk factors that may materially affect Aetna, please see the risk factors contained in Aetna's 2008 Annual Report on Form 10-K and its Quarterly Report on Form 10-Q for the quarter ended September 30, 2009, on file with the Securities and Exchange Commission (the “SEC”). You also should read Aetna's 2008 Annual Report on Form 10-K and Quarterly Report on Form 10-Q for the quarter ended September 30, 2009, on file with the SEC for a discussion of Aetna's historical results of operations and financial condition.
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.