UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

[x] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2019

[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

for the transition period from _____ to _____

Commission file number 1-08323

Cigna Corporation

(Exact name of registrant as specified in its charter)

Delaware	82-4991898
(State or other jurisdiction	(I.R.S. Employer
of incorporation or organization)	Identification No.)

900 Cottage Grove Road

Bloomfield, Connecticut 06002

(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code (860) 226-6000

Registrant’s facsimile number, including area code (860) 226-6741 or (215) 761-5511

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No _

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No _

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer [X]		Accelerated filer [ ]
Non-accelerated filer [ ]		Smaller Reporting Company [ ]
Emerging growth company [ ]

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Yes _

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

Yes _ No x

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, Par Value $0.01	CI	New York Stock Exchange, Inc.

As of July 15, 2019, 377,609,272 shares of the issuer’s common stock were outstanding.

Cigna Corporation

TABLE OF CONTENTS

		Page
PART I	FINANCIAL INFORMATION
Item 1.	Financial Statements (Unaudited)
	Consolidated Statements of Income	1
	Consolidated Statements of Comprehensive Income	2
	Consolidated Balance Sheets	3
	Consolidated Statements of Changes in Total Equity	4
	Consolidated Statements of Cash Flows	6
	Notes to the Consolidated Financial Statements	7
Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations	49
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	67
Item 4.	Controls and Procedures	67

PART II	OTHER INFORMATION
Item 1.	Legal Proceedings	67
Item 1.	A. Risk Factors	67
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	67
Item 6.	Exhibits	68
SIGNATURE		69


As used herein, “Cigna” or the “Company” refers to one or more of Cigna Corporation and its consolidated subsidiaries.

Part I. FINANCIAL INFORMATION

Item 1. FINANCIAL STATEMENTS


Cigna Corporation
Consolidated Statements of Income
		Unaudited				Unaudited
		Three Months Ended				Six Months Ended
		June 30,				June 30,
(In millions, except per share amounts)		2019		2018		2019		2018
Revenues
Pharmacy revenues	$	26,288	$	758	$	51,467	$	1,475
Premiums		9,803		9,012		19,774		18,011
Fees and other revenues		2,388		1,358		4,838		2,726
Net investment income		340		352		686		681
TOTAL REVENUES		38,819		11,480		76,765		22,893
Benefits and expenses
Pharmacy and other service costs		24,963		613		49,013		1,174
Medical costs and other benefit expenses		7,576		6,845		15,196		13,617
Selling, general and administrative expenses		3,380		2,837		6,683		5,582
Amortization of acquired intangible assets		737		24		1,480		51
TOTAL BENEFITS AND EXPENSES		36,656		10,319		72,372		20,424
Income from operations		2,163		1,161		4,393		2,469
Interest expense and other		(428)		(56)		(880)		(113)
Net realized investment gains (losses)		23		(3)		33		(36)
Income before income taxes		1,758		1,102		3,546		2,320
TOTAL INCOME TAXES		348		294		764		595
Net income		1,410		808		2,782		1,725
Less: net income attributable to noncontrolling interests		2		2		6		4
SHAREHOLDERS’ NET INCOME	$	1,408	$	806	$	2,776	$	1,721
Shareholders’ net income per share
Basic	$	3.73	$	3.32	$	7.33	$	7.10
Diluted	$	3.70	$	3.29	$	7.26	$	7.01

The accompanying Notes to the Consolidated Financial Statements (unaudited) are an integral part of these statements.

Cigna Corporation
Consolidated Statements of Comprehensive Income
		Unaudited				Unaudited
		Three Months Ended				Six Months Ended
		June 30,				June 30,
(In millions)		2019		2018		2019		2018
Shareholders’ net income	$	1,408	$	806	$	2,776	$	1,721
Shareholders’ other comprehensive income (loss), net of tax
Net unrealized appreciation (depreciation) on securities and derivatives		343		(149)		785		(433)
Net translation (losses) gains on foreign currencies		(40)		(152)		(64)		(107)
Postretirement benefits liability adjustment		14		5		25		18
Shareholders’ other comprehensive income (loss), net of tax		317		(296)		746		(522)
Shareholders’ comprehensive income		1,725		510		3,522		1,199

Comprehensive income attributable to noncontrolling interests
Net income attributable to redeemable noncontrolling interests		2		2		5		4
Net income attributable to other noncontrolling interests		-		-		1		-
Other comprehensive (loss) attributable to redeemable noncontrolling interests		(2)		(8)		(4)		(10)
Total comprehensive income (loss) attributable to noncontrolling interests		-		(6)		2		(6)
TOTAL COMPREHENSIVE INCOME	$	1,725	$	504	$	3,524	$	1,193
The accompanying Notes to the Consolidated Financial Statements (unaudited) are an integral part of these statements.

Cigna Corporation
Consolidated Balance Sheets
	Unaudited
	As of		As of
	June 30,		December 31,
(In millions, except per share amounts)	2019		2018
Assets
Cash and cash equivalents	$	3,610	$	3,855
Investments		1,665		2,045
Accounts receivable, net		11,700		10,473
Inventories		2,298		2,821
Other current assets		1,436		1,236
Total current assets		20,709		20,430
Long-term investments		28,180		26,929
Reinsurance recoverables		5,324		5,507
Deferred policy acquisition costs		2,821		2,821
Property and equipment		4,538		4,562
Goodwill		44,449		44,505
Other intangible assets		37,717		39,003
Other assets		2,318		1,630
Separate account assets		8,345		7,839
TOTAL ASSETS	$	154,401	$	153,226
Liabilities
Current insurance and contractholder liabilities	$	6,930	$	6,801
Pharmacy and service costs payable		11,397		10,702
Accounts payable		4,517		4,366
Accrued expenses and other liabilities		6,713		7,071
Short-term debt		2,310		2,955
Total current liabilities		31,867		31,895
Non-current insurance and contractholder liabilities		20,118		19,974
Deferred tax liabilities, net		9,407		9,453
Other non-current liabilities		3,930		3,470
Long-term debt		36,885		39,523
Separate account liabilities		8,345		7,839
TOTAL LIABILITIES		110,552		112,154
Contingencies — Note 16
Redeemable noncontrolling interests		31		37
Shareholders’ equity
Common stock⁽¹⁾		4		4
Additional paid-in capital		27,891		27,751
Accumulated other comprehensive loss		(965)		(1,711)
Retained earnings		17,834		15,088
Less: treasury stock, at cost		(949)		(104)
TOTAL SHAREHOLDERS’ EQUITY		43,815		41,028
Other noncontrolling interests		3		7
Total equity		43,818		41,035
Total liabilities and equity	$	154,401	$	153,226
SHAREHOLDERS’ EQUITY PER SHARE	$	115.95	$	107.71
(1) Par value per share, $0.01; shares issued, 384 million as of June 30, 2019 and 381 million as of December 31, 2018; authorized shares; 600 million.
The accompanying Notes to the Consolidated Financial Statements (unaudited) are an integral part of these statements.

Cigna Corporation
Consolidated Statements of Changes in Total Equity
Unaudited
Three months ended June 30, 2019
(In millions)	Common Stock		Additional Paid-in Capital		Accumulated Other Comprehensive (Loss)		Retained Earnings		Treasury Stock		Shareholders' Equity		Other Non- controlling Interests		Total Equity		Redeemable Non-controlling Interests
Balance at March 31, 2019	$	4	$	27,855	$	(1,282)	$	16,426	$	(595)	$	42,408	$	5	$	42,413	$	38
Effect of issuing stock for employee benefit plans				36				-		52		88				88
Other comprehensive income (loss)						317						317				317		(2)
Net income