SECURITIES PURCHASE AGREEMENT BY AND AMONG ASTRANA HEALTH, INC., APOLLOCARE PARTNERS OF TEXAS 2, UNIVERSAL AMERICAN CORP., HERITAGE HEALTH SYSTEMS OF TEXAS, INC., AND HERITAGE HEALTH SYSTEMS, INC. Dated as of July 24, 2024Securities Purchase Agreement • July 25th, 2024 • Astrana Health, Inc. • Services-management consulting services • Delaware
This SECURITIES PURCHASE AGREEMENT, dated as of July 24, 2024 (this “Agreement”), is entered into by and among (i) ApolloCare Partners of Texas 2, a Texas nonprofit corporation (“APT”), (ii) Astrana Health, Inc., a Delaware corporation (“Astrana” and together with APT, “Buyers” and each, a “Buyer”), (iii) Universal American Corp., a Delaware corporation (“UAC”), (iv) Heritage Health Systems of Texas, Inc., a Texas corporation (“HHS of TX”), (v) Heritage Health Systems, Inc., a Texas corporation (“HHS”, and collectively with UAC and HHS of TX, the “Sellers”), and (vi) solely with respect to Section 6.21, Section 6.22, Section 9.10 and ARTICLE XI, Centene Corporation, a Delaware corporation (“Parent”). Buyers together with Sellers and solely with respect to Section 6.21, Section 6.22, Section 9.10 and ARTICLE XI, Parent, the “Parties”.
