Centene Corporation (NYSE:CNC) signed a definitive agreement to acquire MHM Services, Inc. (OTCPK:MHMI) on February 23, 2018. Under the terms of the agreement, Centene will acquire all of the stock of MHM, including its 49% ownership of Centurion, the correctional healthcare services joint venture between Centene and MHM. The consideration includes $178.5 million in shares of Centen common stock under which Centene will issue approximately 1.77 million of shares as a partial consideration. Centene intends to fund the purchase price with a combination of cash and Centene stock. After the completion of the transaction, MHM will be merged into a direct wholly owned subsidiary of Centene. The transaction is subject to expiration or termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, approval by MHM stockholders and other customary closing conditions. On March 22, 2018, early termination of Federal Trade Commission was granted. The transaction is expected to close in the first quarter of 2018. The transaction is expected to be accretive to earnings in the first 12 months. Jeremy London, Michael Bergmann, Alec Jarvis, Richmond Glasgow, Page Griffin, Laura Kaufmann Belkhayat, Micah Kegley, Elisabeth Kent, Paul Schnell and Gavin White of Skadden, Arps, Slate, Meagher & Flom LLP acted as legal advisor to Centene Corporation. Thomas H. Hawk III and John Armsby of King & Spalding acted as the legal advisors to MHM Services.