Last Updated: April 18, 2016
Information on the Proposed Acquisition of Control of Humana Insurance Company, HumanaDental Insurance Company, Humana Wisconsin Health Organization Insurance Corporation, and Independent Care Health Plan, (Collectively, the Wisconsin Domestic Insurers) by Aetna Inc.
On August 4, 2015, Aetna Inc. (Applicant) filed a plan to acquire control of the above-referenced Wisconsin domestic insurers, pursuant to the terms and conditions set forth in the Agreement and Plan of Merger (the Merger Agreement) dated July 2, 2015, by and between Aetna Inc. and Humana Inc. (Humana) (the ultimate parent company of the Wisconsin domestic insurers). The Applicant, headquartered in Hartford, Connecticut, is the ultimate parent company in the Aetna Inc. holding company group. Through its subsidiaries, Aetna Inc. is one of the largest providers of employee health insurance and related benefits in the United States, with over 23.7 million members as of March 31, 2015.
Pursuant to the Merger Agreement, Aetna Inc. will acquire all outstanding shares of Humana for a combination of cash and stock valued at $37 billion (or approximately $230 per Humana share based on the closing price of Aetna common shares on July 2, 2015).
Humana Insurance Company (HIC) is a Wisconsin-domiciled for-profit life and health insurer licensed under ch. 611, Wis. Stat. Operating and licensed in 49 states and the District of Columbia,HIC offers a broad range of employee benefit products, including group health and life, dental, vision, voluntary benefits, and disability income insurance. HIC also offers Medicare Advantage and Medicare Prescription Drug plans to eligible individuals, an administrative service only (ASO) product (to self-insured employee health plans), and a HumanaOne product, which is marketed to the individual major medical and individual life markets. In 2014, HIC also began offering health insurance as a Qualified Health Plan insurer on the individual market public exchanges in 22 states through the Affordable Care Act (ACA).
HumanaDental Insurance Company (HDIC) is a Wisconsin-domiciled for-profit life and health insurer licensed under ch. 611, Wis. Stat. Operating and licensed in 49 states and the District of Columbia, HDIC offers dental and vision products (which are marketed primarily to employer groups).
Humana Wisconsin Health Organization Insurance Corporation (HWHO) is a Wisconsin-domiciled for-profit health maintenance organization (HMO) licensed under ch. 611, Wis. Stat. In addition to operating in Wisconsin, HWHO became licensed to write business in the following states beginning in 2015: Delaware, Kentucky, Montana, New Jersey, Rhode Island, and Virginia. In addition to marketing HMO products to employer and other groups, HWHO offers a Medicare Advantage plan to eligible individuals and offers a group health insurance product as a Qualified Health Plan insurer through the public exchange in the state of Wisconsin through the ACA.
Independent Care Health Plan (I-Care) is a Wisconsin-domiciled for-profit HMO licensed under ch. 611, Wis. Stat. Formed in 1994, I-Care is a joint venture between Humana Wisconsin Health Organization and Centers for Independence. I-Care offers a comprehensive health and social services program for individuals ages 19 and over with special needs who receive both Medicaid and Supplemental Social Security Income (SSI) benefits. As of December 31, 2014, I-Care was licensed in two states (Wisconsin and Illinois), but currently writes business only in the state of Wisconsin.
As required by Wisconsin law, a Public Hearing is required concerning this application for change of control.
Notations on Accessing Information
Financial information concerning individual insurance companies, including key annual statement pages, may be accessed on the Consumers Information Source section of the National Association of Insurance Commissioners' Web site at http://www.naic.org/cis/.
Form A and Exhibits, Filed with the Wisconsin OCI on August 3, 2015
Wisconsin OCI Form A Follow-up Letters:
Applicant Response Cover Letters (Referenced Exhibits are listed above):
Wisconsin OCI Recommendation Memo:
Public Comment Letters and Motions to Intervene:
Exhibit F-1: Motion to Intervene submitted on March 15, 2016, from the Law Offices of David Balto
Exhibit F-2: Corrected Motion to Intervene submitted on March 16, 2016, by the Law Offices of David Balto on behalf of Citizen Action of Wisconsin and SEIU Healthcare Wisconsin
Exhibit F-3: Public Comment Letter submitted on March 17, 2016, by the American Medical Association
Exhibit F-4: Public Comment letter submitted on March 21, 2016 (Various Groups)
Exhibit F-5: Aetna's March 21, 2016, letter responding to the March 16, 2016, Motion to Intervene
Exhibit F-6: Law Firm of David Balto's March 22, 2016, response to Aetna's March 21, 2016, letter
Exhibit F-7: WI OCI's Order Re: Motion to Intervene, dated March 25, 2016 - Case No. 15-C40896
Exhibit F-8: Public Comment Letter submitted on March 28, 2016, by WI State Representative Eric Genrich and WI State Senator Dave Hansen
Exhibit F-9: Public Comment Letter submitted on March 28, 2016, by the Green Bay Chamber
Exhibit F-10: Public Comment Letter submitted on March 28, 2016, by Achieve Brown County
Exhibit F-11: Public Comment Letter submitted on March 28, 2016, by the Brown County United Way
Exhibit F-12: Public Comment Letter submitted on March 28, 2016, by the Special Olympics Wisconsin
Exhibit F-13: Public Comment Letter submitted on March 29, 2016, by the United Hospital System
Proposed and Final Decision: