Humana Inc. has entered into a new strategic joint venture with funds and accounts managed by HPS Investment Partners, a subsidiary of BlackRock, Inc., to manage and operate an existing network of nearly 150 CenterWell Senior Primary Care clinics. This arrangement replaces the company's previous joint ventures with Welsh, Carson, Anderson & Stowe (WCAS).
Under the terms of the agreement, BlackRock will acquire WCAS’s current equity stake in the joint venture, valued at approximately $2.8 billion. The new joint venture is majority-owned by BlackRock and minority-owned by CenterWell, which will continue to manage and operate all clinics within the network. Humana anticipates this transaction will provide enhanced balance sheet efficiency, additional growth capital, and a significantly lower cost of capital.
The new structure is designed to support future growth opportunities for CenterWell, including the deployment of additional capital over the next two years to fund existing operations, establish new clinics, and expand the network through acquisitions. CenterWell has the option to begin purchasing clinics from the joint venture in 2028. If CenterWell has not acquired all clinics by the end of 2033, BlackRock will have the right to exit through a sale process, subject to CenterWell’s right to submit the first offer.
Humana affirms its guidance of at least $9.00 in adjusted earnings per common share for the fiscal year ending December 31, 2026. The company expects a significant reduction in liabilities on its balance sheet due to the removal of put arrangements associated with the previous joint ventures. The transaction is expected to close in the fourth quarter of 2026, subject to customary closing conditions and regulatory approvals.
