UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
INFORMATION TO BE INCLUDED IN STATEMENTS FILED
PURSUANT TO RULES 13d-1(b), (c) AND (d) AND AMENDMENTS
THERETO FILED PURSUANT TO 13d-2(b)
CIGNA CORPORATION
(Name of Issuer)
Common Stock
(Title of Class of Securities)
125509109
(CUSIP Number)
October 27, 2011
(Date of Event Which Requires Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1(b)
[X] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
CUSIP No. 125509109
1. Names of Reporting Person
I.R.S. Identification Nos. of above person (entities only)
Owl Creek I, L.P.
2. Check the Appropriate Box if a Member Of a Group
[ ] (a)
[x] (b)
3. SEC Use Only
4. Citizenship or Place of Organization
Delaware, United States
5. Sole Voting Power: 0
Number of
Shares 6. Shared Voting Power: 205,871
Beneficially
Owned by 7. Sole Dispositive Power: 0
Each Reporting
Person With 8. Shared Dispositive Power: 205,871
9. Aggregate Amount Beneficially Owned by Each Reporting Person
205,871
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9)
0.08%
12. Type of Reporting Person
PN
CUSIP No. 125509109
1. Names of Reporting Person
I.R.S. Identification Nos. of above person (entities only)
Owl Creek II, L.P.
2. Check the Appropriate Box if a Member Of a Group
[ ] (a)
[x] (b)
3. SEC Use Only
4. Citizenship or Place of Organization
Delaware, United States
5. Sole Voting Power: 0
Number of
Shares 6. Shared Voting Power: 3,181,870
Beneficially
Owned by 7. Sole Dispositive Power: 0
Each Reporting
Person With 8. Shared Dispositive Power: 3,181,870
9. Aggregate Amount Beneficially Owned by Each Reporting Person
3,181,870
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9)
1.18%
12. Type of Reporting Person
PN
CUSIP No. 125509109
1. Names of Reporting Person
I.R.S. Identification Nos. of above person (entities only)
Owl Creek Overseas Master Fund, Ltd.
2. Check the Appropriate Box if a Member Of a Group
[ ] (a)
[x] (b)
3. SEC Use Only
4. Citizenship or Place of Organization
Cayman Islands
5. Sole Voting Power: 0
Number of
Shares 6. Shared Voting Power: 10,157,438
Beneficially
Owned by 7. Sole Dispositive Power: 0
Each Reporting
Person With 8. Shared Dispositive Power: 10,157,438
9. Aggregate Amount Beneficially Owned by Each Reporting Person
10,157,438
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9)
3.76%
12. Type of Reporting Person
FI
CUSIP No. 125509109
1. Names of Reporting Person
I.R.S. Identification Nos. of above person (entities only)
Owl Creek SRI Master Fund, Ltd.
2. Check the Appropriate Box if a Member Of a Group
[ ] (a)
[x] (b)
3. SEC Use Only
4. Citizenship or Place of Organization
Cayman Islands
5. Sole Voting Power: 0
Number of
Shares 6. Shared Voting Power: 285,967
Beneficially
Owned by 7. Sole Dispositive Power: 0
Each Reporting
Person With 8. Shared Dispositive Power: 285,967
9. Aggregate Amount Beneficially Owned by Each Reporting Person
285,967
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9)
0.11%
12. Type of Reporting Person
FI
CUSIP No. 125509109
1. Names of Reporting Person
I.R.S. Identification Nos. of above person (entities only)
Owl Creek Advisors, LLC
2. Check the Appropriate Box if a Member Of a Group
[ ] (a)
[x] (b)
3. SEC Use Only
4. Citizenship or Place of Organization
Delaware, United States
5. Sole Voting Power: 0
Number of
Shares 6. Shared Voting Power: 13,831,146
Beneficially
Owned by 7. Sole Dispositive Power: 0
Each Reporting
Person With 8. Shared Dispositive Power: 13,831,146
9. Aggregate Amount Beneficially Owned by Each Reporting Person
13,831,146
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9)
5.12%
12. Type of Reporting Person
CO
CUSIP No. 125509109
1. Names of Reporting Person
I.R.S. Identification Nos. of above person (entities only)
Owl Creek Asset Management, L.P.
2. Check the Appropriate Box if a Member Of a Group
[ ] (a)
[x] (b)
3. SEC Use Only
4. Citizenship or Place of Organization
Delaware, United States
5. Sole Voting Power: 0
Number of
Shares 6. Shared Voting Power: 13,831,146
Beneficially
Owned by 7. Sole Dispositive Power: 0
Each Reporting
Person With 8. Shared Dispositive Power: 13,831,146
9. Aggregate Amount Beneficially Owned by Each Reporting Person
13,831,146
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9)
5.12%
12. Type of Reporting Person
PN
CUSIP No. 125509109
1. Names of Reporting Person
I.R.S. Identification Nos. of above person (entities only)
Jeffrey A. Altman
2. Check the Appropriate Box if a Member Of a Group
[ ] (a)
[x] (b)
3. SEC Use Only
4. Citizenship or Place of Organization
United States
5. Sole Voting Power: 0
Number of
Shares 6. Shared Voting Power: 13,896,771
Beneficially
Owned by 7. Sole Dispositive Power: 0
Each Reporting
Person With 8. Shared Dispositive Power: 13,896,771
9. Aggregate Amount Beneficially Owned by Each Reporting Person
13,896,771
10. Check if the Aggregate Amount in Row (9) Excludes Certain Shares
11. Percent of Class Represented by Amount in Row (9)
5.14%
12. Type of Reporting Person
IN
Item 1. (a) Name of Issuer:
CIGNA CORPORATION (the "Issuer")
(b) Address of Issuer's Principal Executive Offices:
900 Cottage Grove Road
Bloomfield, Connecticut 06002
Item 2. (a) Name of Person Filing:
This statement is filed by:
(i) Owl Creek I, L.P., a Delaware limited partnership ("Owl Creek
I"), with respect to the shares of Common Stock directly owned by it;
(ii) Owl Creek II, L.P., a Delaware limited partnership ("Owl Creek
II"), with respect to the shares of Common Stock directly owned by it;
(iii) Owl Creek Overseas Master Fund, Ltd., an exempted company
organized under the laws of the Cayman Islands ("Owl Creek Overseas"),
with respect to the shares of Common Stock directly owned by it;
(iv) Owl Creek SRI Master Fund, Ltd., an exempted company
organized under the laws of the Cayman Islands ("Owl Creek SRI"),
with respect to the shares of Common Stock directly owned by it;
(v) Owl Creek Advisors, LLC, a Delaware limited liability company,
the general partner with respect to the shares of Common Stock
directly owned by Owl Creek I and Owl Creek II and the manager with
respect to the shares of Common Stock directly owned by Owl Creek
Overseas and Owl Creek SRI;
(vi) Owl Creek Asset Management, L.P. a Delaware limited partnership,
the investment manager with respect to the shares of Common Stock
directly owned by Owl Creek I, Owl Creek II, Owl Creek Overseas, and
Owl Creek SRI; and
(vii) Jeffrey A. Altman, with respect to shares of Common Stock owned
by Owl Creek I, Owl Creek II, Owl Creek Overseas and Owl Creek
SRI.The shares reported by Jeffrey A. Altman also include shares held
in a foundation for which Jeffrey A. Altman may be deemed to have
beneficial ownership.
The foregoing persons are hereinafter sometimes collectively referred
to as the "Reporting Persons." Any disclosures herein with respect to
persons other than the Reporting Persons are made on information and
belief after making inquiry to the appropriate party.
(b) Address of Principal Business Office or, if None, Residence:
The address of the principal business office of each of the
Reporting Persons is 640 Fifth Avenue, 20th Floor, New York,NY
10019.
(c) Citizenship:
Each of Owl Creek I, Owl Creek II, and Owl Creek Asset Management,
L.P.is a limited partnership organized under the laws of the State
of Delaware. Each of Owl Creek Overseas and Owl Creek SRI is an
exemptedcompany organized under the laws of the Cayman Islands.
Owl CreekAdvisors, LLC is a limited liability company organized
under the lawsof the State of Delaware. Mr. Altman is a United
States citizen.
(d) Title of Class of Securities
Common Stock (the "Common Stock")
(e) CUSIP Number: 125509109
Item 3. If This Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or
(c), Check Whether the Person Filing is a:
(a) |_| Broker or dealer registered under section 15 of the Act;
(b) |_| Bank as defined in section 3(a)(6) of the Act;
(c) |_| Insurance company as defined in section 3(a)(19) of the Act;
(d) |_| Investment company registered under section 8 of the
Investment Company Act of 1940;
(e) |_| An investment adviser in accordance with Rule 13d-1
(b) (1) (ii) (E);
(f) |_| An employee benefit plan or endowment fund in accordance
with Rule 13d-1 (b) (1) (ii) (F);
(g) |_| A parent holding company or control person in accordance
with Rule 13d- 1 (b) (1) (ii) (G);
(h) |_| A savings associations as defined in Section 3(b) of the
Federal Deposit Insurance Act (12 U.S.C. 1813);
(i) |_| A church plan that is excluded from the definition of an
investment company under section 3(c)(14) of the Investment
Company Act of 1940;
(j) |_| Group, in accordance with Rule 13d-1 (b) (1) (ii) (J).
Not Applicable
Item 4. Ownership
The percentages used herein and in the rest of Item 4 are calculated
based upon the 270,197,763 shares Common Stock that are outstanding
as of July 15, 2011 as reported by the Company in its Form 10-Q for
the quarterly period ended June 30, 2011, filed on August 4, 2011.
A. Owl Creek I, L.P.
(a) Amount beneficially owned: 205,871
(b) Percent of class: 0.08%
(c)(i) Sole power to vote or direct the vote: 0
(ii) Shared power to vote or direct the vote: 205,871
(iii) Sole power to dispose or direct the disposition: 0
(iv) Shared power to dispose or direct the disposition:
205,871
As of the date of this filing, the Reporting Person may be deemed to
be the beneficial owner of 205,871 shares of the Company's common
stock which includes 89,700 shares that could be acquired if
897 option contracts were exercised.
B. Owl Creek II, L.P.
(a) Amount beneficially owned: 3,181,870
(b) Percent of class: 1.18%
(c)(i) Sole power to vote or direct the vote: 0
(ii) Shared power to vote or direct the vote: 3,181,870
(iii) Sole power to dispose or direct the disposition: 0
(iv) Shared power to dispose or direct the disposition:
3,181,870
As of the date of this filing, the Reporting Person may be deemed to
be the beneficial owner of 3,181,870 shares of the Company's common
stock which includes 1,380,200 shares that could be acquired if
13,802 option contracts were exercised.
C. Owl Creek Overseas Master Fund, Ltd.
(a) Amount beneficially owned: 10,157,438
(b) Percent of class: 3.76%
(c)(i) Sole power to vote or direct the vote: 0
(ii) Shared power to vote or direct the vote: 10,157,438
(iii) Sole power to dispose or direct the disposition: 0
(iv) Shared power to dispose or direct the disposition:
10,157,438
As of the date of this filing, the Reporting Person may be deemed to
be the beneficial owner of 10,157,438 shares of the Company's common
stock which includes 4,406,200 shares that could be acquired if
44,602 option contracts were exercised.
D. Owl Creek SRI Master Fund, Ltd.
(a) Amount beneficially owned: 285,967
(b) Percent of class: 0.11%
(c)(i) Sole power to vote or direct the vote: 0
(ii) Shared power to vote or direct the vote: 285,967
(iii) Sole power to dispose or direct the disposition: 0
(iv) Shared power to dispose or direct the disposition:
285,967
As of the date of this filing, the Reporting Person may be deemed to
be the beneficial owner of 285,967 shares of the Company's common
stock which includes 123,900 shares that could be acquired if 1,239
option contracts were exercised.
E. Owl Creek Advisors, LLC
(a) Amount beneficially owned: 13,831,146
(b) Percent of class:5.12%
(c)(i) Sole power to vote or direct the vote: 0
(ii) Shared power to vote or direct the vote: 13,831,146
(iii) Sole power to dispose or direct the disposition: 0
(iv) Shared power to dispose or direct the disposition:
13,831,146
As of the date of this filing, the Reporting Person may be deemed to
be the beneficial owner of 13,831,146 shares of the Company's common
stock which includes 6,000,000 shares that could be acquired if
60,000 option contracts were exercised.
F. Owl Creek Asset Management, L.P.
(a) Amount beneficially owned: 13,831,146
(b) Percent of class: 5.12%
(c)(i) Sole power to vote or direct the vote: 0
(ii) Shared power to vote or direct the vote: 13,831,146
(iii) Sole power to dispose or direct the disposition: 0
(iv) Shared power to dispose or direct the disposition:
13,831,146
As of the date of this filing, the Reporting Person may be deemed to
be the beneficial owner of 13,831,146 shares of the Company's common
stock which includes 6,000,000 shares that could be acquired if
60,000 option contracts were exercised.
G. Jeffrey A. Altman
(a) Amount beneficially owned: 13,896,771
(b) Percent of class: 5.14%
(c)(i) Sole power to vote or direct the vote: 0
(ii) Shared power to vote or direct the vote: 13,896,771
(iii) Sole power to dispose or direct the disposition: 0
(iv) Shared power to dispose or direct the disposition:
13,896,771
As of the date of this filing, the Reporting Person may be deemed to
be the beneficial owner of 13,896,771 shares of the Company's common
stock which includes 6,000,000 shares that could be acquired if
60,000 option contracts were exercised.
Item 5. Ownership of Five Percent or Less of a Class
Not Applicable
Item 6. Ownership of More than Five Percent on Behalf of Another Person
Not Applicable
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on By the Parent Holding Company
Not Applicable
Item 8. Identification and Classification of Members of the Group
Not Applicable
Item 9. Notice of Dissolution of Group
Not Applicable
Item 10. Certification
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired and held in the ordinary
course of business and were not acquired and are not held for the purpose of or
with the effect of changing or influencing the control of the issuer of the
securities and were not acquired and are not held in connection with or as a
participant in any transaction having that purpose or effect.
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
Date: October 27, 2011
/s/ Jeffrey A. Altman
--------------------------
Jeffrey A. Altman, individually, and as
managing member of Owl Creek Advisors, LLC,
for itself and as general partner of Owl
Creek I, L.P. and Owl Creek II L.P., and
as managing member of the general partner
of OWl Creek Asset Management, L.P., for
itself and as investment manager to Owl
Creek Overseas Master Fund, Ltd. and Owl
Creek SRI Master Fund, Ltd.