Farber, Timothy S.

Timothy S. Farber


Partner

 

Overview

Tim Farber represents both public and private companies in a wide range of corporate and transactional matters. He assists clients in connection with mergers and acquisitions and other corporate transactions, including purchases and sales of assets and joint ventures. Tim has specific experience in representing companies in the insurance area with complex insurance transaction and regulatory matters, including acquisitions, divestures and joint ventures.

Tim counsels clients on a range of insurance/reinsurance regulatory issues, including financial examination and market conduct issues, licensing, affiliated and other holding company act transactions, investment compliance, corporate governance, withdrawal from lines of business, guaranty fund laws, producer licensing, compensation and insurance privacy issues.

Tim assists clients in understanding the impact of insurance regulatory changes at both the state and federal levels, including representing a variety of leading health insurers in compliance with state health care laws including managed care and health insurance market reforms, as well as Medicare, Medicaid, long-term care insurance and the Patient Protection and Affordable Care Act.

Tim drafts and negotiates various corporate and insurance documents, including merger agreements, stock and asset purchase agreements, reinsurance agreements and commercial contracts.

Tim acts as special insurance regulatory counsel for clients and his work includes identification of regulatory risk through due diligence, drafting and revision of transaction documents and obtaining necessary regulatory approvals. Tim's experience in the insurance transactional and regulatory area has led to his representation as special regulatory and transactional counsel in a range of significant and sophisticated transactions in the insurance and reinsurance areas.

Representative Experience

  • Aetna Inc. (NYSE: AET) in its $8.7 billion acquisition of Coventry Health Care Inc. whose products include Medicare Advantage and Medicare Part D programs, Medicaid managed care plans, group and individual health insurance, coverage for specialty services such as workers’ compensation, and network rental services. The acquisition is projected to add nearly 4 million medical members and 1.5 million Medicare Part D members to Aetna’s membership.
  • Humana Inc. (NYSE: HUM) in its purchase of health care provider Concentra for $790 million. Through its affiliated clinicians, Concentra delivers occupational medicine, urgent care, physical therapy and wellness services to workers and the general public from more than 300 medical centers in 42 states.
  • Universal American Financial Corp. (NYSE: UAM) in its $1.25 billion sale of its Medicare Part D unit to CVS Caremark Corp. (NYSE: CVS).
  • Hub International Ltd, an insurance brokerage providing an array of property, casualty, risk management, life and health, employee benefits, investment, and wealth management products and services, in its sale to funds advised by Hellman & Friedman in a transaction valued at $4.4 billion
  • Hannover Re in its acquisition of US individual life reinsurance business previously reinsured from ING by affiliates of Scottish Re Group Limited in a reinsurance and asset purchase transaction expected to generate annual premium volume of $1.2 billion
  • Farmers Insurance Exchanges, in its $1.9 billion purchase of the 21st Century Insurance Group, the wholly owned subsidiaries comprising AIG’s U.S. personal auto insurance business sold to Farmers Group, Inc., a subsidiary of Zurich Financial Services Group. Farmers Group, Inc. sold the underlying insurance entities to the Farmers Exchanges, which Farmers Group, Inc. manages, but does not own.
  • Humana Inc. (NYSE: HUM) in its acquisition of Arcadian Management Services, which through its affiliates operates Medicare Advantage HMO plans with approximately 62,600 Medicare Advantage members in 15 U.S. states, along with the divestiture of certain overlapping Medicare Advantage health plan business in eight areas.
  • Humana Inc. (NYSE: HUM) in its acquisition of Harris, Rothenberg International, Inc., a provider of work/life services and employee assistance programs serving approximately 5.5 million people in the U.S. and another 70,000 internationally
  • UnitedHealthcare, a UnitedHealth Group (NYSE:UNH) company, in its acquisition of XLHealth Corporation, a sponsor of Medicare Advantage health plans with a primary focus on Medicare recipients with special needs, such as those with chronic illness and those eligible for Medicaid (“dual eligibles”) which added 113,000 Medicare Advantage members in six states generating over $2 billion annually
  • TPG Capital in the acquisition of Envision Pharmaceutical Holdings Inc., which owns and operates Envision Pharmaceutical Services, a pharmacy benefit management company with subsidiaries that include Envision Insurance Co., a provider of Medicare Part D plans, Envision Medical Solutions, an administrator of prescription savings plans, Orchard Pharmaceutical Services Inc., a mail-order specialty drug pharmacy and Design Rx, which provides fertility-related pharmacy services
  • Humana Inc. (NYSE: HUM) in its acquisition of SeniorBridge, a national chronic-care provider best known for providing in-home care management and caregiving services for seniors
  • Humana Inc. (NYSE: HUM)in its purchase of MD Care Healthplan and its 15,000 Medicare Advantage policyholders
  • Humana Inc. (NYSE: HUM) in its acquisition of Valor Healthcare, the largest private-sector provider of primary care services to U.S. veterans through its operation of VA Community Based Outpatient Clinics (CBOCs)
  • Private Equity Firm GTCR in its investment of $200 million in Ironshore Inc., a leading specialty insurance company
  • Old Republic International (NYSE ORI), a property insurance and title and deed Fortune 500 company, in its issuance of $316 million of convertible debt and a separate transaction involving a $250 million convertible note offering and $250 million senior note offering
  • Private Equity firm Parthenon Capital Partners in its purchase of HD Vest, a financial services firm which offers tax and other financial planning including insurance agency services, from Wells Fargo & Co. (NYSE WFC)
  • Reorganization of Fidelity Life Association, a life insurance company originally founded in 1896 as a fraternal benefit society, from a mutual legal reserve company to a stock insurance company.
  • AEGON N.V. (AEG) and its US subsidiary in it’s the acquisition of public company Clark, Inc, which specializes in the sale of Corporate-Owned (COLI) and Bank-Owned (BOLI) life insurance and other benefit programs, for approximately $293 million
  • Joint Venture between Humana Inc. (NYSE: HUM) and Discovery Holdings Ltd. (JSE: DSY) in the offering of the Vitality wellness and loyalty program and the program’s wide range of well-being tools and reward-partners
  • Hanover Re, in its sale of Clarendon National Insurance Company, a U.S. specialty insurer, to Enstar Group Ltd ., a Bermuda-based insurance management provider, for $200 million
  • MTL Insurance Company, a company founded in 1904 that develops, underwrites, and services individual life insurance and annuities, in its $30 million surplus notes offering
  • Humana Inc. (NYSE: HUM) in its acquisition of Certify Data Systems, a pioneer in health information exchange technology
  • Humana Inc. (NYSE: HUM) in its acquisition of assets of health engagement company Healthrageous, a Partners HealthCare spinoff
  • Humana Inc. (NYSE: HUM) in its agreement to buy American Eldercare Inc., one of the leading nursing home diversion services providers in Florida
  • National General Holding Corp (NASDAQ:NGHC) (an affiliate of AmTrust Financial Services Inc, (NASDAQ: AFSI)), a specialty personal lines insurance holding company which through its subsidiaries provides personal and commercial automobile insurance, health insurance products and other niche insurance products, in its offering of over $250 million of common stock
  • National General Holding Corp (NASDAQ:NGHC) in its sale of an aggregate of 13,570,000 shares of common stock in a private placement with aggregate proceeds of approximately $190 million
  • Parthenon Capital in the acquisition of a majority of the outstanding common stock of American Wholesale Insurance Group (AmWINS), the nation’s second largest insurance wholesaler

Professional Affiliations and Recognitions

  • Member, Chicago Bar Association
  • Member, Illinois State Bar Association
  • Member, American Bar Association