UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 OR 15(d) of The Securities Exchange Act of 1934
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Date
of Report (Date of earliest event reported):
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November
18, 2009
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Aetna
Inc.
(Exact
name of registrant as specified in its charter)
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Pennsylvania
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1-16095
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23-2229683
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(State
or other jurisdiction of
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(Commission
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(IRS
Employer
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incorporation)
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File
Number)
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Identification
No.)
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151
Farmington Avenue, Hartford, CT
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06156
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code:
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(860)
273-0123
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(Former
name or former address, if changed since last report.):
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Not
applicable
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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:
¨ Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
¨ Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
¨ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
¨ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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.
SIGNATURES
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.
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Aetna
Inc.
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Date: November 18,
2009
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By:
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/s/
Rajan Parmeswar
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Name: Rajan
Parmeswar
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Title: Vice President, Controller
and Chief Accounting Officer
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