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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): | January 20, 2007 |
Aetna Inc.
(Exact name of registrant as specified in its charter)
Pennsylvania | 1-16095 | 23-2229683 | ||
(State or other jurisdiction of | (Commission | (I.R.S. Employer | ||
incorporation) | File Number) | Identification No.) |
151 Farmington Avenue, Hartford, CT | 06156 | |||
(Address of principal executive offices) | (Zip Code) | |||
Registrant’s telephone number, including area code: | (860) 273-0123 | |||
Former name or former address, if changed since last report: | Not applicable |
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:
oWritten communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
oSoliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
oPre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
oPre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Section 1 — Registrant’s Business and Operations
Item 1.01 Entry into a Material Definitive Agreement.
On January 20, 2007, the maturity date of and the commitments under Aetna Inc.’s (“Aetna’s”) Amended and Restated Five-Year Credit Agreement dated as of January 20, 2006 (as amended, restated, supplemented or otherwise modified from time to time, the “Credit Agreement”) were extended by one year. The Credit Agreement will now expire on January 20, 2012. JPMorgan Chase Bank, N.A. is the administrative agent under the Credit Agreement.
A copy of Aetna’s request for extension is filed as Exhibit 99.1 hereto. Copies of the acceptance of Aetna’s request for extension by each lender under the Credit Agreement are filed as Exhibits 99.2 through 99.21 hereto. A copy of the notice of closing confirming the effectiveness of the extension of the maturity date of and the commitments under the Credit Agreement is filed as Exhibit 99.22 hereto. Each of those Exhibits is hereby incorporated in this Item 1.01 by reference.
The administrative agent and certain of the lender parties to the Credit Agreement perform normal banking, investment banking and/or advisory services for Aetna and its affiliates from time to time for which they have received customary fees and expenses.
Section 2 — Financial Information
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
The information in Item 1.01 of this current report is hereby incorporated by reference into this Item 2.03.
Section 9 — Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
99.1 | Extension Notice | |
99.2 | Acceptance of Request for Extension from JPMorgan Chase Bank, N.A. | |
99.3 | Acceptance of Request for Extension from Bank of America, N.A. | |
99.4 | Acceptance of Request for Extension from Citibank N.A. | |
99.5 | Acceptance of Request for Extension from Deutsche Bank AG | |
99.6 | Acceptance of Request for Extension from Wachovia Bank, National Association | |
99.7 | Acceptance of Request for Extension from Credit Suisse | |
99.8 | Acceptance of Request for Extension from Morgan Stanley Bank | |
99.9 | Acceptance of Request for Extension from The Bank of Tokyo-Mitsubishi UFJ, Ltd. | |
99.10 | Acceptance of Request for Extension from UBS Loan Finance LLC | |
99.11 | Acceptance of Request for Extension from William Street Commitment Corporation | |
99.12 | Acceptance of Request for Extension from Barclays Bank PLC | |
99.13 | Acceptance of Request for Extension from National City Bank | |
99.14 | Acceptance of Request for Extension from State Street Bank | |
99.15 | Acceptance of Request for Extension from The Bank of New York | |
99.16 | Acceptance of Request for Extension from Greenwich Capital Markets, Inc. | |
99.17 | Acceptance of Request for Extension from Fifth Third Bank | |
99.18 | Acceptance of Request for Extension from LaSalle Bank National Association | |
99.19 | Acceptance of Request for Extension from PNC Bank, National Association | |
99.20 | Acceptance of Request for Extension from Webster Bank, National Association | |
99.21 | Acceptance of Request for Extension from U.S. Bank National Association | |
99.22 | Notice of closing from the administrative agent dated January 20, 2007 | |
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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.
AETNA INC. | ||||
Date: January 24, 2007 | By: /s/ Ronald M. Olejniczak | |||
Name: Ronald M. Olejniczak | ||||
Title: Vice President and Controller |
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Exhibit | ||
Number | Description | |
99.1 | Extension Notice | |
99.2 | Acceptance of Request for Extension from JPMorgan Chase Bank, N.A. | |
99.3 | Acceptance of Request for Extension from Bank of America, N.A. | |
99.4 | Acceptance of Request for Extension from Citibank N.A. | |
99.5 | Acceptance of Request for Extension from Deutsche Bank AG | |
99.6 | Acceptance of Request for Extension from Wachovia Bank, National Association | |
99.7 | Acceptance of Request for Extension from Credit Suisse | |
99.8 | Acceptance of Request for Extension from Morgan Stanley Bank | |
99.9 | Acceptance of Request for Extension from The Bank of Tokyo-Mitsubishi UFJ, Ltd. | |
99.10 | Acceptance of Request for Extension from UBS Loan Finance LLC | |
99.11 | Acceptance of Request for Extension from William Street Commitment Corporation | |
99.12 | Acceptance of Request for Extension from Barclays Bank PLC | |
99.13 | Acceptance of Request for Extension from National City Bank | |
99.14 | Acceptance of Request for Extension from State Street Bank | |
99.15 | Acceptance of Request for Extension from The Bank of New York | |
99.16 | Acceptance of Request for Extension from Greenwich Capital Markets, Inc. | |
99.17 | Acceptance of Request for Extension from Fifth Third Bank | |
99.18 | Acceptance of Request for Extension from LaSalle Bank National Association | |
99.19 | Acceptance of Request for Extension from PNC Bank, National Association | |
99.20 | Acceptance of Request for Extension from Webster Bank, National Association | |
99.21 | Acceptance of Request for Extension from U.S. Bank National Association | |
99.22 | Notice of closing from the administrative agent dated January 20, 2007 |