HedgeCo.Net — Humana said funds and accounts managed by HPS Investment Partners, part of BlackRock, will acquire Welsh, Carson, Anderson & Stowe’s equity ownership in a network of nearly 150 CenterWell Senior Primary Care clinics, a stake valued at approximately $2.8 billion. The new joint venture will be majority owned by BlackRock and minority owned by CenterWell, replacing the CenterWell and WCAS joint ventures that helped scale the business over the past seven years.
CenterWell will continue to manage and operate every clinic in the venture, and Humana said the new partnership is expected to deploy additional capital over the next two years to fund existing clinical operations, open new clinics and expand the network through acquisitions. Humana described CenterWell as the nation’s largest provider of senior-focused, value-based primary care.
The structure is the most important detail for allocators. The legacy WCAS arrangements included put rights; the new venture does not. Instead, CenterWell gains the option to purchase clinics from the joint venture beginning in 2028, and if it has not acquired all of them by the end of 2033, BlackRock may exit through a sale process for the remaining clinics, subject to CenterWell’s right of first offer. Humana said removing the put arrangements should significantly reduce liabilities on its balance sheet and lower its cost of capital, with BlackRock receiving certain protections.
For private markets, the transaction shows how sponsor-to-sponsor exits are increasingly being financed by large private credit and hybrid capital platforms rather than by a traditional buyout fund. WCAS realizes a stake it built alongside Humana since 2020 and 2022, while HPS deploys long-dated capital into a mature, cash-generating healthcare services network with a defined path to liquidity. It is also Humana’s second strategic transaction with BlackRock this year, following its agreement to divest its minority interest in Gentiva to a consortium that includes BlackRock.
The deal is expected to close in the fourth quarter of 2026, subject to customary closing conditions and state and federal regulatory approval, and Humana said it is not expected to materially affect its 2026 adjusted earnings guidance. Guggenheim Securities was lead financial advisor to Humana, with Goldman Sachs also acting as financial advisor.