US healthcare company Humana has entered into a new joint venture agreement with BlackRock to manage and expand its CenterWell Senior Primary Care clinic network, in a transaction valued at approximately $2.8 billion. Under the agreement, BlackRock’s HPS Investment Partners will acquire the existing equity stake held by private equity firm Welsh, Carson, Anderson & Stowe (WCAS), while Humana’s CenterWell division will retain a minority ownership stake and continue operating the clinics.

The joint venture covers nearly 150 senior-focused primary care clinics across the United States. The transaction replaces the existing partnership between CenterWell and WCAS, which helped expand the clinic network over the past seven years. The deal is expected to close in the fourth quarter of 2026, subject to customary closing conditions and state and federal regulatory approvals.

Humana said the new arrangement is expected to provide additional growth capital, improve financial flexibility and lower its cost of capital. The structure is also expected to significantly reduce liabilities on Humana’s balance sheet by removing put-option arrangements associated with the existing joint ventures.

Over the next two years, the joint venture expects to deploy additional capital to support existing clinics, establish new locations and expand the network through strategic acquisitions. CenterWell will continue to manage day-to-day operations, with no anticipated disruption to patient care during the transition.

Beginning in 2028, CenterWell will have the option to purchase clinics from the joint venture. If it has not acquired all the clinics by the end of 2033, BlackRock will have the right to initiate a sale process for the remaining clinics. CenterWell will retain the right to submit the first offer for those assets.

The deal marks Humana’s second strategic transaction involving BlackRock in 2026, following a separate agreement to divest its minority interest in hospice provider Gentiva to an investor consortium that includes BlackRock.

CenterWell operates within Humana’s healthcare services business and focuses on senior primary care through a value-based care model, which links healthcare delivery and reimbursement to quality and patient outcomes. The company describes itself as the largest provider of senior-focused primary care in the United States.

The transaction is not expected to have a material impact on Humana’s adjusted earnings guidance for 2026. The companies expect the partnership to support the clinic network’s long-term growth while allowing CenterWell to retain operational control and continue delivering care to older adults.