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Schedule I - Condensed Financial Information of Registrant
12 Months Ended
Dec. 31, 2019
Condensed Financial Information of Cigna Corporation (Registrant) [Abstract]  
Condensed Financial Information of Cigna Corporation (Registrant)

CIGNA CORPORATION AND SUBSIDIARIES

 

SCHEDULE I

CONDENSED FINANCIAL INFORMATION OF CIGNA CORPORATION

(REGISTRANT)

STATEMENTS OF INCOME

 

 

For the years ended

 

December 31,

 

 

Cigna*

 

Cigna*

 

Old Cigna*

(in millions)

 

2019

 

2018

 

2017

Revenues

Net investment income

 

$

-

 

$

123

 

$

-

Intercompany interest income

 

 

6

 

 

-

 

 

-

Total revenues

 

 

6

 

 

123

 

 

-

Operating expenses

 

 

 

 

 

 

 

 

 

Selling, general and administrative expenses

 

 

(85)

 

 

200

 

 

195

Total operating expenses

 

 

(85)

 

 

200

 

 

195

Income (loss) from operations

 

 

91

 

 

(77)

 

 

(195)

Interest and other (expense)

 

 

(1,032)

 

 

(244)

 

 

(246)

Intercompany interest (expense)

 

 

(127)

 

 

(5)

 

 

(18)

Debt extinguishment costs

 

 

-

 

 

-

 

 

(321)

Realized investment (loss)

 

 

-

 

 

(1)

 

 

-

Loss before taxes

 

 

(1,068)

 

 

(327)

 

 

(780)

Income tax (benefit)

 

 

(251)

 

 

(74)

 

 

(194)

Loss of Parent Company

 

 

(817)

 

 

(253)

 

 

(586)

Equity in income of subsidiaries

 

 

5,921

 

 

2,890

 

 

2,823

Shareholders' net income

 

 

5,104

 

 

2,637

 

 

2,237

Shareholders' other comprehensive income (loss), net of tax

 

 

 

 

 

 

 

 

 

Net unrealized appreciation (depreciation) on securities and derivatives

 

 

957

 

 

(365)

 

 

(37)

Net translation (losses) gains of foreign currencies

 

 

(54)

 

 

(152)

 

 

304

Postretirement benefits liability adjustment

 

 

(133)

 

 

127

 

 

33

Shareholders' other comprehensive income (loss), net of tax

 

 

770

 

 

(390)

 

 

300

Shareholders' comprehensive income

 

$

5,874

 

$

2,247

 

$

2,537

* As described in Note 4 to the Consolidated Financial Statements, on December 20, 2018, Old Cigna became a wholly-owned subsidiary of Cigna, and Cigna became the Registrant.

 

 

See Notes to Financial Statements on the following pages.

 

CIGNA CORPORATION AND SUBSIDIARIES

 

SCHEDULE I

CONDENSED FINANCIAL INFORMATION OF CIGNA CORPORATION

(REGISTRANT)

BALANCE SHEETS

 

 

 

As of December 31,

(in millions)

 

 

2019

 

2018

Assets

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

$

-

 

$

243

Short-term investments

 

 

 

30

 

 

-

Other current assets

 

 

 

4

 

 

14

Total current assets

 

 

 

34

 

 

257

Intercompany receivable

 

 

 

4,111

 

 

-

Investments in subsidiaries

 

 

 

77,380

 

 

68,969

Other noncurrent assets

 

 

 

19

 

 

48

TOTAL ASSETS

 

 

$

81,544

 

$

69,274

Liabilities

 

 

 

 

 

 

 

Short-term debt

 

 

$

4,043

 

$

-

Other current liabilities

 

 

 

457

 

 

418

Total current liabilities

 

 

 

4,500

 

 

418

Intercompany payable

 

 

 

2,341

 

 

4,965

Long-term debt

 

 

 

29,365

 

 

22,863

TOTAL LIABILITIES

 

 

 

36,206

 

 

28,246

Shareholders’ Equity

 

 

 

 

 

 

 

Common stock (shares issued, 386 and 381 ; authorized, 600 )

 

 

 

4

 

 

4

Additional paid-in capital

 

 

 

28,306

 

 

27,751

Accumulated other comprehensive loss

 

 

 

(941)

 

 

(1,711)

Retained earnings

 

 

 

20,162

 

 

15,088

Less treasury stock, at cost

 

 

 

(2,193)

 

 

(104)

TOTAL SHAREHOLDERS’ EQUITY

 

 

 

45,338

 

 

41,028

TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

$

81,544

 

$

69,274

See Notes to Financial Statements on the following pages.

CIGNA CORPORATION AND SUBSIDIARIES

 

SCHEDULE I

CONDENSED FINANCIAL INFORMATION OF CIGNA CORPORATION

(REGISTRANT)

STATEMENTS OF CASH FLOWS

 

 

For the years ended

December 31,

 

 

Cigna*

 

Cigna*

 

Old Cigna*

(in millions)

 

2019

 

2018

 

2017

Cash Flows from Operating Activities

 

 

 

 

 

 

 

 

Shareholders’ net income

$

5,104

 

$

2,637

 

$

2,237

Adjustments to reconcile shareholders’ net income

 

 

 

 

 

 

 

 

to net cash provided by operating activities

 

 

 

 

 

 

 

 

Equity in income of subsidiaries

 

(5,921)

 

 

(2,890)

 

 

(2,823)

Dividends received from subsidiaries

 

2,457

 

 

-

 

 

758

Other liabilities

 

43

 

 

412

 

 

(224)

Debt extinguishment costs

 

 

-

 

 

-

 

 

321

Other, net

 

20

 

 

(14)

 

 

333

NET CASH PROVIDED BY OPERATING ACTIVITIES

 

 

1,703

 

 

145

 

 

602

Cash Flows from Investing Activities

 

 

 

 

 

 

 

 

Short-term investment purchased, net

 

 

(30)

 

 

-

 

 

(6)

Other, net

 

-

 

 

(27,115)

 

 

(11)

NET CASH (USED IN) INVESTING ACTIVITIES

 

(30)

 

 

(27,115)

 

 

(17)

Cash Flows from Financing Activities

 

 

 

 

 

 

 

 

Net change in amounts due to affiliates

 

2,015

 

 

4,437

 

 

1,955

Proceeds on issuance of commercial paper

 

 

944

 

 

-

 

 

100

Payments for debt extinguishment

 

-

 

 

-

 

 

(313)

Repayment of long-term debt

 

(3,002)

 

 

-

 

 

(1,250)

Net proceeds on issuance of long-term debt

 

 

-

 

 

22,856

 

 

1,581

Issuance of common stock

 

224

 

 

1

 

 

131

Common dividends paid

 

(15)

 

 

-

 

 

(10)

Repurchase of common stock

 

(1,987)

 

 

(32)

 

 

(2,725)

Tax withholding on stock compensation and other

 

(82)

 

 

(49)

 

 

(63)

Other

 

 

(13)

 

 

-

 

 

-

NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES

 

(1,916)

 

 

27,213

 

 

(594)

Net (decrease) increase in cash and cash equivalents

 

(243)

 

 

243

 

 

(9)

Cash and cash equivalents, beginning of year

 

243

 

 

-

 

 

18

Cash and cash equivalents, end of year

$

-

 

$

243

 

$

9

* As described in Note 4 to the Consolidated Financial Statements, on December 20, 2018, Old Cigna became a wholly-owned subsidiary of Cigna, and Cigna became the Registrant.

 

See Notes to Financial Statements on the following pages.

CIGNA CORPORATION AND SUBSIDIARIES

 

SCHEDULE I

CONDENSED FINANCIAL INFORMATION OF CIGNA CORPORATION

(REGISTRANT)

 

NOTES TO CONDENSED FINANCIAL STATEMENTS

 

The accompanying condensed financial statements should be read in conjunction with the Consolidated Financial Statements and the accompanying notes thereto contained in this Annual Report on Form 10-K (“Form 10-K”).

 

Note 1 – For purposes of these condensed financial statements, Cigna Corporation’s (the “Company”) wholly-owned and majority-owned subsidiaries are recorded using the equity method of accounting.

 

Note 2 – See Note 7 – Debt included in Part II, Item 8 of this Form 10-K for a description of the short-term and long-term debt obligations of Cigna Corporation and its subsidiaries.

 

Debt repayment. During 2019, the Company repaid the $3.0 billion term loan.

Exchange of Legacy Notes for Cigna Notes and Redemption of Medco Notes. In the fourth quarter of 2019, the Company completed an exchange of $12.7 billion of legacy Notes issued by Express Scripts, Medco and Old Cigna for new Notes issued by the Company with the same interest rates, maturities and other comparable terms. The exchange is reflected as a non-cash investing and financing activity. The Company entered into this exchange primarily to simplify its capital structure and reporting obligations. Additionally, in the fourth quarter of 2019, Medco, a subsidiary of the Company, fully redeemed all of the remaining outstanding Medco Notes. As a result of the exchange and redemption, guarantees of obligations under the remaining legacy Notes not exchanged, as well as under Notes issued by the Company in September 2018 to finance its acquisition of Express Scripts, were released and we are no longer required to separately present Condensed Consolidated Financial Information under Rule 3-10 of Regulation S-X.

Term Loan Credit Agreement. The Company borrowed $3.0 billion under its Term Loan Credit Agreement to finance the Merger and to pay fees and expenses of the Merger. As of December 31, 2019, the Company repaid the term loan in full and the agreement was terminated.

 

Notes issued to fund the Express Scripts acquisition. In the third quarter of 2018, the Company issued private placement Notes with registration rights to finance the Express Scripts acquisition. Total proceeds were approximately $20.0 billion. Interest on this debt is generally paid semi-annually except for quarterly interest payments on the floating rate notes. The Company completed an exchange offer to register such debt in the third quarter of 2019.

 

Maturity of the Company’s long-term debt is as follows:

(In millions)

 

 

2020

 

 

$

3,099

2021

 

 

$

3,812

2022

 

 

$

1,770

2023

 

 

$

4,699

2024

 

 

$

714

Maturities after 2024

 

 

$

18,638

 

 

 

 

 

Note 3 — Intercompany liabilities of the Company consist primarily of payables to Old Cigna of $2.3 billion as of December 31, 2019 and $4.3 billion as of and December 31, 2018. Interest was accrued at an average monthly rate of 2.58% for 2019 and 2.33% for 2018. Intercompany receivables of the Company consist primarily of net amounts due from Express Scripts Holdings of $3.9 billion (consisting of an $8.2 billion receivable offset by a $4.3 billion payable) as of December 31, 2019. Interest income on the receivable was accrued at an annual fixed rate of 5.5%. Interest expense on the payable was accrued at an average rate of 2.58%.Note 4 — The Company had guarantees of approximately $48 million as of December 31, 2019. These guarantees are primarily related to outstanding letters of credit. In 2019, no payments have been made on these guarantees.