Timothy S. Farber

Tim Farber represents both public and private companies in a wide range of corporate and transactional matters. 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 assists clients in understanding the impact of insurance regulatory changes at both the state and federal levels. 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.

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
• Captive insurance matters
• Guaranty fund laws
• Provider risk sharing
• Service contracts
• Producer licensing
• Compensation and insurance privacy issues

Tim also 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
• Medicare, Medicaid and issues involving the Centers for Medicare & Medicaid Services (CMS)
• Patient Protection and Affordable Care Act
• Long Term Care Insurance

Tim drafts and negotiates various corporate and insurance documents, including:‎

• Merger agreements
• Stock and asset purchase agreements
• Reinsurance agreements
• 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
• Work closely with insurance regulators and insurance department’s throughout the country

Tim’s insurance transactional experience includes a range of significant transactions, including ‎the following:‎

• CVS Health Corporation (NYSE: CVS) in its acquisition of Aetna Inc. ‎for approximately ‎‎$77 billion and its related divestiture of assets to WellCare ‎Health Plans, Inc.‎
• WellCare Health Plans in its:‎
  • $17.3 billion sale to Centene Corporation ‎and related divestiture transactions
  • Acquisition of Meridian Health Plan of ‎Michigan, Inc., Meridian Health Plan of ‎Illinois, Inc., and MeridianRx, a pharmacy benefit manager
• Aetna Inc. in its:
  • Now terminated $37 billion acquisition of Humana Inc. and related divestitures
  • $8.7 billion acquisition of Coventry Health Care Inc.
• VCU Health System in its sale of a majority stake in Virginia Premier Health Plan Inc. to Sentara Healthcare‎
• Humana Inc. (NYSE: HUM) in its:
  • Purchase of health care provider Concentra for $790 million
  • 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
  • Acquisition of Harris, Rothenberg International, Inc.
  • Acquisition of SeniorBridge, a national chronic-care provider best known for providing in-home care management and caregiving services for seniors
  • Purchase of MD Care Healthplan and its 15,000 Medicare Advantage policyholders
  • 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)
  • Acquisition of Certify Data Systems, a pioneer in health information exchange technology
  • Acquisition of assets of health engagement company Healthrageous, a Partners HealthCare spinoff
  • Agreement to buy American Eldercare Inc., one of the leading nursing home diversion services providers in Florida
  • 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
• Universal American Financial Corp. (NYSE: UAM) in its $1.25 billion sale of its Medicare ‎Part D unit to CVS Caremark Corp. (NYSE: CVS)
• Represented Hub International Ltd in its sale to funds advised by Hellman & Friedman in a transaction valued at $4.4 billion
• Hannover Re in its:
  • Acquisition of U.S. individual life reinsurance business previously reinsured from NG by affiliates of Scottish Re Group Limited in a reinsurance and asset purchase transaction expected to generate annual premium volume of $1.2 billion
  • Sale of Clarendon National Insurance Company, a U.S. specialty insurer, to Enstar Group Ltd., a Bermuda-based insurance management provider, for $200 million
• Farmers Insurance Exchanges, in its $1.9 billion purchase of the 21st Century Insurance Group
• 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
• TPG Capital in the acquisition of Envision Pharmaceutical Holdings Inc.
• 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 U.S. subsidiary in 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
• 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 
• 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
  • 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