Project Star Commitment LetterCommitment Letter • March 24th, 2015 • Select Medical Corp • Services-specialty outpatient facilities, nec • New York
Reference is made to the Stock Purchase Agreement dated as of the date hereof (the “Purchase Agreement”) by and among MJ Acquisition Corporation, a Delaware corporation (“Buyer”), Concentra Inc., a Delaware corporation (the “Company”), and Humana Inc., a Delaware corporation (“Seller”), pursuant to which, upon the terms and subject to the conditions set forth in the Purchase Agreement, Buyer will purchase from Seller 100% of the equity interests of the Company (the “Transaction”). Capitalized or other terms used and not defined herein but defined in the Purchase Agreement will have the meanings ascribed to them in the Purchase Agreement. The parties listed on Schedule A hereto are collectively referred to herein as the “Investors.” Each Investor hereby acknowledges that Seller has entered into the Purchase Agreement in reliance upon, among other things, the Commitments set forth herein.
STOCK PURCHASE AGREEMENT by and among MJ ACQUISITION CORPORATION, CONCENTRA INC. and HUMANA INC. Dated: March 22, 2015Stock Purchase Agreement • March 24th, 2015 • Select Medical Corp • Services-specialty outpatient facilities, nec • New York
STOCK PURCHASE AGREEMENT, dated as of March 22, 2015, by and among MJ Acquisition Corporation, a Delaware corporation (“Buyer”), Concentra Inc., a Delaware corporation (the “Company”), and Humana Inc., a Delaware corporation (“Seller”).
LIMITED GUARANTEELimited Guarantee • March 24th, 2015 • Select Medical Corp • Services-specialty outpatient facilities, nec • New York
LIMITED GUARANTEE, dated as of March 22, 2015 (this “Limited Guarantee”), by Welsh, Carson, Anderson & Stowe XII, L.P. and Select Medical Corporation (each, a “Guarantor” and collectively, the “Guarantors”), in favor of Humana Inc., a Delaware corporation (the “Guaranteed Party”).
