Kindred shareholders approve acquisition by Humana, partners

Kindred Healthcare shareholders have approved the $4.1 billion merger with Humana and two private equity partners, the health care services company said Thursday morning.

Ben Breier

“We are pleased that the transaction with the consortium received the broad support of our stockholders in recognition of the robust process undertaken by the Board to achieve maximum value,” Kindred CEO Benjamin Breier said in a news release.

Under the terms of the deal, which the parties announced in December, Kindred shareholders would receive $9 in cash for each share they own, and the company would be split into two businesses.

Kindred Healthcare, led by Breier, would focus on the company’s long-term acute care hospitals and inpatient rehabilitation facilities.

Kindred at Home would focus on home health, hospice and community care. Humana would own 40 percent of that business, with the remainder being acquired by TPG Capital and Welsh, Carson, Anderson & Stowe. Humana plans to eventually purchase all of that business.

Breier and Humana CEO Bruce Broussard have said the Louisville companies’ merger would allow them to transform how older Americans, especially those with chronic conditions, get care in their home and would boost Louisville’s status as a national leader in aging and health.

Kindred provides health care services, including in homes and in long-term care and rehabilitation hospitals, in nearly 2,500 locations in 45 states. It employs 86,400 and generates annual revenue of about $6.1 billion.

Its shareholders had been voting since March 29. Final vote results were not immediately available. The company said they would be released in a Securities and Exchange Commission filing.

A large shareholder, Brigade Capital Management, had sought to stop the proceedings pending the outcome of a lawsuit in which Brigade asserted that Kindred had breached its fiduciary duty by accepting such a low transaction price. However, a court ruled last week that the vote could proceed — though voting had to be extended for five additional business days to give shareholders more time to evaluate the deal.

The company previously has told Insider that Brigade’s lawsuit “is entirely without merit.”

The company said Thursday that it still expects to complete the deal this summer.

Shares of both companies were down more than 0.5 percent in midmorning trading. The S&P 500 was up about 0.5 percent.