AGREEMENT AND PLAN OF MERGER among KENTUCKY HOSPITAL HOLDINGS, LLC, KENTUCKY HOMECARE HOLDINGS, INC., KENTUCKY HOMECARE MERGER SUB, INC. and KINDRED HEALTHCARE, INC. dated as of DECEMBER 19, 2017Agreement and Plan of Merger • December 21st, 2017 • Kindred Healthcare, Inc • Services-nursing & personal care facilities • New York
This Agreement and Plan of Merger (this “Agreement”), is entered into as of December 19, 2017, by and among Kindred Healthcare, Inc., a Delaware corporation (the “Company”), Kentucky Hospital Holdings, LLC, a Delaware limited liability company (“HospitalCo Parent”), Kentucky Homecare Holdings, Inc., a Delaware corporation (“Parent”), and Kentucky Homecare Merger Sub, Inc., a Delaware corporation wholly owned by Parent (“Merger Sub”). Unless the context otherwise requires, capitalized terms used herein and not otherwise defined shall have the meanings set forth in Section 10.01 of this Agreement.
SEPARATION AGREEMENT by and among KINDRED HEALTHCARE, INC., KENTUCKY HOMECARE HOLDINGS, INC., KENTUCKY HOSPITAL HOLDINGS, LLC, and KENTUCKY HOSPITAL MERGER SUB, INC. Dated as of December 19, 2017Separation Agreement • December 21st, 2017 • Kindred Healthcare, Inc • Services-nursing & personal care facilities • Delaware
This SEPARATION AGREEMENT (this “Agreement”), dated as of December 19, 2017, is by and among Kindred Healthcare, Inc., a Delaware corporation (together with its successors-in-interest, the “Company”), Kentucky Homecare Holdings, Inc., a Delaware corporation (“Parent”), Kentucky Hospital Holdings, LLC, a Delaware limited liability company (“HospitalCo Parent”), and Kentucky Hospital Merger Sub, Inc., a Delaware corporation (“Hospital Merger Sub”). Each of the Company, Parent, HospitalCo Parent and Hospital Merger Sub is referred to herein as a “Party” and, collectively, as the “Parties” and each of Parent, HospitalCo Parent and Hospital Merger Sub is sometimes referred to herein as a “Consortium Party” and, collectively, as the “Consortium Parties”.
