On April 29, 2021, Cigna Corporation (“Cigna” or the “Company”) entered into three separate revolving credit facilities: (i) a
$3.0 billion Revolving Credit and Letter of Credit Agreement with the banks named therein, JPMorgan Chase Bank, N.A., as administrative agent, BofA Securities, Inc., Citibank, N.A., Morgan Stanley Senior Funding, Inc., MUFG Bank, LTD and Wells
Fargo Securities, LLC, as joint lead arrangers and joint bookrunners, (the “Five-Year Revolving Credit Agreement”), (ii) a $1.0 billion Three-Year Revolving Credit Agreement with the banks named therein, JPMorgan Chase Bank, N.A., as
administrative agent, BofA Securities, Inc., Citibank, N.A., Morgan Stanley Senior Funding, Inc., MUFG Bank, LTD and Wells Fargo Securities, LLC, as joint lead arrangers and joint bookrunners, (the “Three-Year Revolving Credit Agreement”) and
(iii) a $1.0 billion 364-Day Revolving Credit Agreement with the banks named therein, JPMorgan Chase Bank, N.A., as administrative agent, BofA Securities, Inc., Citibank, N.A., Morgan Stanley Senior Funding, Inc., MUFG Bank, LTD and Wells Fargo
Securities, LLC, as joint lead arrangers and joint bookrunners, (the “364-Day Revolving Credit Agreement” and, together with the Five-Year Revolving Credit Agreement and the Three-Year Revolving Credit Agreement, the “Credit Agreements”). The
Credit Agreements replace in full the Company’s existing revolving credit facilities.
The Credit Agreements provide for revolving borrowings at any time and from time to time for the duration of the respective
Credit Agreement up to the maximum amount of each facility. Each of the Credit Agreements include an option to increase commitments in an aggregate amount of up to $1.5 billion across all three facilities for a maximum aggregate capacity of $6.5
billion.
The Credit Agreements provide for interest rate options on advances at rates equal to either: (x) in the case of base rate
advances, the highest of (i) the federal funds rate plus 1/2 of 1%, (ii) the rate of interest last quoted by the Wall Street Journal as the “prime rate”, or, if The Wall Street Journal ceases to quote such rate, the highest per annum interest
rate published by the Federal Reserve Board and (iii) the one month LIBOR rate (but not less than zero) plus 1.00%, in each case plus an applicable margin based on Cigna’s public debt Ratings (as defined in the Credit Agreement); or (y) in the
case of Eurodollar rate advances, the rate per annum equal to the LIBOR rate (but not less than zero) as administered by ICE Benchmark Administration (each as defined in the Credit Agreement), plus an applicable margin based on Cigna’s public
debt Ratings.
The Credit Agreements contain customary covenants and restrictions, including a financial covenant that Cigna may not permit its
leverage ratio – which is the ratio of total consolidated debt to total consolidated capitalization (each as defined in the Credit Agreements) – to be greater than 0.60 to 1.00 or, if requested by Cigna, 0.65 to 1.00 for the four quarters
following an acquisition in which total cash consideration is equal to or greater than $1.0 billion. The leverage ratio calculation excludes net unrealized appreciation in fixed maturity investments and the portion of the post-retirement benefits
liability adjustment attributable to pension as included in accumulated other comprehensive loss on Cigna’s consolidated balance sheets.
The Credit Agreements contain other customary provisions regarding events of default, which could result in the termination of
commitments and/or an acceleration of repayment of any advances outstanding. The events of default include, among other things, bankruptcy or insolvency proceedings, change of control and cross-acceleration with respect to other debt agreements.
The agents and banks under the Credit Agreements perform normal banking, investment banking and/or advisory services for Cigna
from time to time for which they receive customary fees and expenses.
The description above as it relates to the Five-Year Revolving Credit Agreement is a summary and is qualified in its entirety by
the Five-Year Revolving Credit Agreement, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.