Key Takeaways
- • Funds managed by BlackRock's HPS Investment Partners will acquire a majority stake in a joint venture holding about 150 CenterWell Senior Primary Care clinics, buying out Welsh, Carson, Anderson & Stowe's stake valued at about $2.8 billion, according to Humana's announcement on Oct. 13, 2026.
- • CenterWell, Humana's clinic unit, will retain a minority stake and continue to manage the clinics, and the new venture has no put option, which Humana expects to significantly reduce its balance sheet liabilities.
- • Starting in 2028, CenterWell may buy clinics back from the venture; if not all are repurchased by the end of 2033, BlackRock can exit through a sale, with CenterWell holding the first right to make an offer.
- • The deal is expected to close in the fourth quarter of 2026, subject to customary conditions and state and federal regulatory approval, and is not expected to materially affect Humana's 2026 adjusted earnings guidance.
- • Welsh Carson has invested at least $1.8 billion in the venture since 2020, according to STAT, which noted the timing fits a private equity firm looking to exit.
Summary
According to Humana's filing with federal securities regulators, BlackRock will hold the majority stake in a new joint venture, while CenterWell will hold a minority stake and continue operating the clinics. The new venture replaces two earlier joint ventures with Welsh Carson, which Humana formed in 2020 and expanded in 2022. Under the prior arrangement, Welsh Carson held a put option that could have required Humana to buy back its stake. The new structure has no put option, which Humana expects to significantly reduce its balance sheet liabilities. BlackRock receives certain protections: CenterWell may buy clinics back from the venture starting in 2028, and if not all have been repurchased by the end of 2033, BlackRock can exit through a sale, with CenterWell holding the first right to offer on remaining clinics. Over the next two years the venture plans to invest in existing clinic operations, new clinics, and acquisitions. Humana said it expects "a significantly lower cost of capital" under the new structure, reflecting the maturity of the business, according to Fierce Healthcare.
CenterWell President Dr. Sanjay Shetty said, "We look forward to this new venture with BlackRock as our partner." The deal is Humana's second with BlackRock this year, following an agreement to sell its minority stake in home health company Gentiva to a group of investors that includes BlackRock. Humana has been working through a financial turnaround after higher-than-expected medical spending weighed on its results. J.P. Morgan analyst Lisa Gill said investors will look for details on CenterWell's performance, the deal terms, and the protections afforded to BlackRock. STAT reported that Welsh Carson has put at least $1.8 billion into the venture since its first investment in 2020.
For patients, Humana says there will be no changes to patient care, though this is a company commitment rather than an independent finding, and no outside data yet exists on the deal's effects. CenterWell and its sister brand Conviva Senior Primary Care together operate more than 350 senior primary care locations, according to Healthcare Dive. Seniors and caregivers are advised to confirm with their clinic whether their doctor and accepted plans will remain in 2027 and to verify network status using Medicare's plan finder or their State Health Insurance Assistance Program. Humana is scheduled to report third-quarter earnings on Nov. 6, when analysts may seek further detail on CenterWell's plans.
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