Schedule I - Condensed Financial Information of The Cigna Group

12 Months Ended

Dec. 31, 2023

Condensed Financial Information Disclosure [Abstract]

Schedule I - Condensed Financial Information of The Cigna Group

THE CIGNA GROUP AND SUBSIDIARIES

SCHEDULE I

CONDENSED FINANCIAL INFORMATION OF THE CIGNA GROUP

(REGISTRANT)

STATEMENTS OF INCOME

	For the Years Ended December 31,
(In millions)	2023		2022 (1)		2021 (1)
Revenues
Net investment income	$	22	$	5	$	—
Intercompany interest income	516		478		471
Total revenues	538		483		471
Operating expenses
Selling, general and administrative expenses	2		2		8
Total operating expenses	2		2		8
Income from operations	536		481		463
Interest and other expense	(1,332)		(1,215)		(1,197)
Intercompany interest expense	(118)		(147)		(13)
Debt extinguishment costs	—		—		(131)
Loss before income taxes	(914)		(881)		(878)
Income tax benefits	(192)		(183)		(180)
Loss of Parent Company	(722)		(698)		(698)
Equity in income of subsidiaries	5,886		7,402		6,068
Shareholders' net income	5,164		6,704		5,370
Shareholders' other comprehensive income (loss), net of tax
Net unrealized appreciation (depreciation) on securities and derivatives	503		(1,598)		(302)
Net long-duration insurance and contractholder liabilities measurement adjustments	(715)		509		67
Net translation gains (losses) of foreign currencies	5		79		(218)
Postretirement benefits liability adjustment	1		420		410
Shareholders' other comprehensive loss, net of tax	(206)		(590)		(43)
Shareholders' comprehensive income	$	4,958	$	6,114	$	5,327

(1)Amounts have been restated to reflect the adoption of Targeted Improvements to the Accounting for Long-Duration Contracts in 2023. See Note 1 to Schedule 1 for further information. 

See Notes to Financial Statements on the following pages.

THE CIGNA GROUP AND SUBSIDIARIES

SCHEDULE I

CONDENSED FINANCIAL INFORMATION OF THE CIGNA GROUP

(REGISTRANT)

BALANCE SHEETS

	As of December 31,
(In millions)	2023		2022 (1)
Assets
Cash and cash equivalents	$	303	$	115
Other current assets	6		6
Total current assets	309		121
Investments in subsidiaries	69,703		70,679
Intercompany receivable	11,475		10,366
Other non-current assets	77		99
TOTAL ASSETS	$	81,564	$	81,265
Liabilities
Short-term debt	$	2,448	$	2,749
Other current liabilities	1,854		1,295
Total current liabilities	4,302		4,044
Long-term debt	27,151		26,815
Intercompany payable	3,874		5,705
Other non-current liabilities	14		26
TOTAL LIABILITIES	35,341		36,590
Shareholders' Equity
Common stock (shares issued, 400 and 398; authorized, 600)	4		4
Additional paid-in capital	30,669		30,233
Accumulated other comprehensive loss	(1,864)		(1,658)
Retained earnings	41,652		37,940
Less treasury stock, at cost	(24,238)		(21,844)
TOTAL SHAREHOLDERS' EQUITY	46,223		44,675
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$	81,564	$	81,265

(1)Amounts have been restated to reflect the adoption of Targeted Improvements to the Accounting for Long-Duration Contracts in 2023. See Note 1 to Schedule 1 for further information.

See Notes to Financial Statements on the following pages.

THE CIGNA GROUP AND SUBSIDIARIES

SCHEDULE I

CONDENSED FINANCIAL INFORMATION OF THE CIGNA GROUP

(REGISTRANT)

STATEMENTS OF CASH FLOWS

	For the Years Ended December 31,
(In millions)	2023		2022 (1)		2021 (1)
Cash Flows from Operating Activities
Shareholders' net income	$	5,164	$	6,704	$	5,370
Adjustments to reconcile shareholders' net income
to net cash provided by operating activities
Equity in income of subsidiaries	(5,886)		(7,402)		(6,068)
Debt extinguishment costs	—		—		131
Dividends received from subsidiaries	1,381		2,056		2,726
Other liabilities	540		5		184
Other, net	640		298		439
NET CASH PROVIDED BY OPERATING ACTIVITIES	1,839		1,661		2,782
Cash Flows from Investing Activities
Net change in amounts due from affiliates	622		(901)		(1,007)
Net proceeds from short-term investments sold (purchased)	—		99		(50)
NET CASH PROVIDED BY (USED IN) INVESTING ACTIVITIES	622		(802)		(1,057)
Cash Flows from Financing Activities
Net change in amounts due to affiliates	1,473		10,392		2,062
Net change in commercial paper	1,237		(2,027)		997
Payments for debt extinguishment	—		—		(126)
Repayment of long-term debt	(2,822)		(430)		(4,199)
Net proceeds on issuance of long-term debt	1,491		—		4,260
Issuance of common stock	187		389		326
Common dividends paid	(1,450)		(1,384)		(1,341)
Repurchase of common stock	(2,284)		(7,607)		(7,742)
Tax withholding on stock compensation and other	(110)		(73)		(86)
NET CASH USED IN FINANCING ACTIVITIES	(2,278)		(740)		(5,849)
Net increase (decrease) in cash, cash equivalents and restricted cash	183		119		(4,124)
Cash, cash equivalents and restricted cash, beginning of year	152		33		4,157
Cash, cash equivalents and restricted cash, end of year (2)	$	335	$	152	$	33
Noncash Investing and Financing Activities:
Net amounts due to/(from) affiliates settled through capital transactions	(5,221)		(5,037)		(8,429)

(1)Amounts have been restated to reflect the adoption of Targeted Improvements to the Accounting for Long-Duration Contracts in 2023. See Note 1 to Schedule 1 for further information.

(2) Includes restricted cash reported in Other non-current assets as of December 31, 2023 and December 31, 2022.

See Notes to Financial Statements on the following pages.

THE CIGNA GROUP AND SUBSIDIARIES

SCHEDULE I

CONDENSED FINANCIAL INFORMATION OF THE CIGNA GROUP

(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, The Cigna Group's (the "Company") wholly-owned and majority-owned subsidiaries are recorded using the equity method of accounting. On January 1, 2023, The Cigna Group and its subsidiaries adopted Targeted Improvements to the Accounting for Long-Duration Contracts, Accounting Standards Update ("ASU") 2018-12 and related amendments. See Note 2 - Summary of significant accounting policies included in Part II, Item 8 of this Form 10-K for a description of the key provisions and impacts.

The Cigna Group, through its predecessor companies, was incorporated in Delaware in 1981. Cigna Corporation was renamed The Cigna Group in February 2023.

Note 2 - See Note 8 – 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 The Cigna Group and its subsidiaries.

Short-term and Credit Facilities Debt

Revolving Credit Agreements. Our revolving credit agreements provide us with the ability to borrow amounts for general corporate purposes, including for the purpose of providing liquidity support if necessary under our commercial paper program discussed below. As of December 31, 2023, there were no outstanding balances under these revolving credit agreements.

In April 2023, The Cigna Group entered into the following revolving credit agreements (the "Credit Agreements"):

•a $4.0 billion five-year revolving credit and letter of credit agreement that will mature in April 2028 with an option to extend the maturity date for additional one-year periods, subject to consent of the banks. The Company can borrow up to $4.0 billion under the credit agreement for general corporate purposes, with up to $500 million available for issuance of letters of credit.

•a $1.0 billion 364-day revolving credit agreement that will mature in April 2024. The Company can borrow up to $1.0 billion under the credit agreement for general corporate purposes. This agreement includes the option to "term out" any revolving loans that are outstanding at maturity by converting them into a term loan maturing on the one-year anniversary of conversion.

Each of the Credit Agreements include an option to increase commitments in an aggregate amount of up to $1.5 billion across both facilities for a maximum total commitment of $6.5 billion. The Credit Agreements allow for borrowings at either a base rate or an adjusted term Secured Overnight Funding Rate ("SOFR") plus, in each case, an applicable margin based on the Company's senior unsecured credit ratings.

Each of the two facilities is diversified among 21 banks. Each facility also contains customary covenants and restrictions, including a financial covenant that the Company's leverage ratio, as defined in the Credit Agreements, may not exceed 60%, subject to certain exceptions upon the consummation of an acquisition.

The Credit Agreements replaced a prior $3.0 billion five-year revolving credit and letter of credit agreement maturing on April 2027, a $1.0 billion three-year revolving credit agreement maturing on April 2025 and a $1.0 billion 364-day revolving credit agreement maturing in April 2023.

Commercial Paper. Under our commercial paper program, we may issue short-term, unsecured commercial paper notes privately placed on a discounted basis through certain broker-dealers at any time not to exceed an aggregate amount of $5.0 billion. Amounts available under the program may be borrowed, repaid and re-borrowed from time to time. The net proceeds of issuances have been and are expected to be used for general corporate purposes. The commercial paper program had approximately

$1.2 billion outstanding at December 31, 2023 and an average interest rate of 5.63%.

Long-Term Debt

Debt Issuance and Debt Tender Offers. On February 5, 2024, we issued $4.5 billion of new senior notes. The proceeds from this debt were used to pay the consideration for the cash tender offers as described below. We intend to use the remaining net proceeds to fund the repayment of our senior notes maturing in March 2024 and for general corporate purposes, which may include repayment of indebtedness and repurchases of shares of our common stock.

Concurrent with the debt issuance, The Company and its subsidiaries commenced tender offers to purchase for cash up to $2.25 billion in aggregate principal amount of outstanding notes, which included any and all of the $1.0 billion senior notes due June 2024. Following the early tender results, we increased the tender offers to up to $2.55 billion. On February 22, 2024, we purchased $1.8 billion principal amount of notes at early settlement of the tender offers. The tender offers will expire on March 5, 2024.

On March 7, 2023, the Company issued $1.5 billion of new senior notes. The proceeds of this issuance were used for general

corporate purposes, and included repayment of outstanding debt securities. Interest on this debt is paid semi-annually.

Principal	Maturity Date	Interest Rate	Net Proceeds
$700 million (1)	March 15, 2026	5.685%	$698 million
$800 million (2)	March 15, 2033	5.400%	$796 million

(1) Redeemable at any time discounted at the U.S. Treasury rate plus 20 basis points. Redeemable at par on or after March 15, 2024.

(2) Redeemable at any time discounted at the U.S. Treasury rate plus 25 basis points. Redeemable at par on or after December 15, 2032.

Debt Maturities. Maturities of the Company's long-term debt are as follows and exclude the impacts of the 2024 debt issuance and debt tender offers discussed above.

(In millions)
2024	$	1,214
2025	$	2,957
2026	$	2,734
2027	$	2,056
2028	$	3,800
Maturities after 2028	$	15,091

Debt Covenants. The Company was in compliance with its debt covenants as of December 31, 2023.

Note 3 - The Company's intercompany receivables consist primarily of net intercompany loan amounts due from Evernorth Health, Inc. of $8.5 billion as of December 31, 2023 and $8.3 billion as of December 31, 2022. Interest income on the loan receivable was accrued at an average rate of 5.21% in 2023.

The Company's intercompany payables primarily reflect intercompany balances related to cash pooling arrangements as well as net intercompany loan borrowing from three indirect wholly-owned subsidiaries as of December 31, 2023. Interest expense on the loan payable was accrued at an average rate of 3.65% in 2023.

Note 4 - The Company guaranteed approximately $2.9 billion primarily related to intercompany indebtedness and financial obligations of certain direct and indirect wholly-owned subsidiaries. There were immaterial liabilities required for these guarantees as of December 31, 2023. Effective January 2024, the amount of such guarantees increased to $6.4 billion.

Note 5 - In February 2024, as part of our existing share repurchase program, we entered into separate ASR agreements ("2024 ASR agreements") with Deutsche Bank AG and Bank of America, N.A. (collectively, the "2024 Counterparties") to repurchase $3.2 billion of common stock in aggregate. We remitted $3.2 billion to the 2024 Counterparties and received an initial delivery of approximately 7.6 million shares of our common stock on February 15, 2024 representing $2.6 billion of the total remitted. We expect final settlement under the 2024 ASR agreements to occur in the second quarter of 2024.