Humana to Acquire 40% Interest in Kindred’s Homecare Business as part of $4.1B Deal


Fried Frank acted as counsel to Humana Inc. (NYSE: HUM) as part of a consortium with TPG Capital (“TPG”) and Welsh, Carson, Anderson & Stowe (“WCAS”) in a definitive agreement to acquire the Kindred at Home Division of Kindred Healthcare, Inc. (NYSE: KND) for approximately US$4.1 billion in cash including the assumption or repayment of net debt.
At the closing of the transaction, Kindred's home health, hospice and community care businesses (“Kindred at Home”) will be separated from Kindred Healthcare, Inc. and operate as a standalone company with Humana owning 40% and the remaining 60% ownership split between TPG and WCAS. Humana will have a right to buy the remaining ownership interest in Kindred at Home over time through a put/call arrangement. Kindred's long-term acute care hospitals, inpatient rehabilitation facilities and a contract rehabilitation services business will be operated as a separate company called Kindred Healthcare owned by TPG and WCAS. The transaction is expected to close in the summer of 2018, subject to customary closing conditions.
The Fried Frank team was led by corporate partners Brian T. Mangino and Philip Richter and included corporate partners William J. Breslin, Stewart A. Kagan, Robert M. McLaughlin and Joshua Wechsler; executive compensation & ERISA partner Adam Kaminsky; real estate and litigation partner Janice Mac Avoy; tax partner Alan S. Kaden; corporate real estate special counsel Jessica H. Mayes; intellectual property and technology special counsel Amir R. Ghavi; corporate associates Christopher S. Celentano, Kendra Clark, Adam B. Cohen, Scott I. Golden, Alison McCormick, Jose R. Morales, Dave N. Rao, Ville Rauhala, and Adam J. Ross; environmental associate Mary Beth Phipps; executive compensation & ERISA associate Jaclyn I. Waters; intellectual property and technology associate Marli Sussman; litigation associate Justin J. Santolli; and tax associate Shane C. Hoffmann.