NeueHealth, Inc. ("NeueHealth" or the "Company") (NYSE:NEUE), the value-driven healthcare company, today announced that it has entered into a definitive merger agreement pursuant to which the Company will be acquired by an affiliate of New Enterprise Associates ("NEA") at an enterprise value of approximately $1.3 billion. Upon completion of the transaction, NeueHealth will become a privately held company with the flexibility and resources to continue advancing its value-driven, consumer-centric care model.

Under the terms of the merger agreement, holders of NeueHealth common stock (other than shares that will be rolled over and certain excluded shares) will receive $7.33 per share in cash, which represents a premium of approximately 70% over the closing price of NeueHealth common stock on December 23, 2024. Certain stockholders of NeueHeath, including NEA and 12 existing NeueHealth investors (which collectively hold all of the outstanding shares of NeueHealth preferred stock), have entered into rollover agreements pursuant to which such stockholders will continue their investments by exchanging their shares of NeueHealth common stock and/or preferred stock for newly issued equity interests in the privately held company, and the Company's existing secured loan facility with Hercules Capital, Inc. will remain in place.

NeueHealth's executive leadership team will continue in their roles upon completion of the transaction and intends to roll over 100% of their equity interests for newly issued equity interests in the privately held company.