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Industry-leading virtual behavioral healthcare platform accelerates outpatient strategy with expanded access to care

March 9, 2026  — Universal Health Services, Inc. (NYSE: UHS) announced today that it has entered into a definitive agreement to acquire Talkspace, Inc. (NASDAQ: TALK) for $5.25 per share. The enterprise value for the transaction is approximately $835 million, which UHS intends to finance with borrowings pursuant to its existing revolving credit facility.

Talkspace is a leading virtual behavioral healthcare company, with a network of approximately 6,000 licensed professionals that serve all 50 states, Washington, D.C., and Puerto Rico. As of December 31, 2025, Talkspace’s services were available to more than 200 million individuals through their health insurance plans, employee assistance programs, or as a benefit through their employer, school or government agency. Talkspace generated $229 million in revenue and provided more than 1.6 million therapy and psychiatry sessions in 2025.

“Talkspace’s patient-centric, clinically driven virtual platform perfectly complements the high-quality services delivered at our facilities, enabling us to expand access and offer more flexible, stepped solutions to address the growing demand for behavioral healthcare,” said Marc D. Miller, President and CEO of UHS. “This acquisition aligns with UHS’ core growth objectives by accelerating our outpatient and telehealth behavioral health strategies, diversifying our payor mix and delivering a comprehensive, technology-enabled continuum of care that supports innovative approaches to mental health services.”

“Over the past several years, Talkspace has transformed from a direct-to-consumer pioneer into a scaled, insurance-covered behavioral healthcare platform trusted by patients, providers, payors and employers,” said Jon R. Cohen, MD, CEO of Talkspace. “This transaction reflects the next logical step in expanding access to affordable, high-quality mental healthcare by integrating outpatient virtual care into a modern behavioral health ecosystem.”

Strategic and Financial Benefits

Talkspace’s 6,000 providers and trusted virtual behavioral health platform will support the creation of the industry’s first nationally scaled, end-to-end continuum in behavioral healthcare. These new capabilities deliver a patient-centered virtual offering that facilitates seamless transitions across care settings and improves access for payors and consumers alike.

Excluding one-time costs related to the acquisition, the transaction is expected to be slightly accretive to UHS’ adjusted net income attributable to UHS per diluted share (as defined below) during the first twelve months post-closing and increasingly accretive thereafter. The acquisition broadens UHS’ access to commercially insured populations nationwide, serving to diversify payor mix while laying a scalable platform for sustained growth through expanded and new outpatient and virtual behavioral health services.

Transaction Timing and Approvals

The transaction was unanimously approved by the respective Boards of Directors of UHS and Talkspace.

The transaction, which is expected to close during the third quarter of 2026, is subject to approval by Talkspace’s stockholders, satisfaction of regulatory approvals and other customary closing conditions.

Advisors

UHS’ financial advisor is J.P. Morgan Securities LLC and its legal counsels are McDermott Will & Schulte and Stevens & Lee.

Talkspace’s financial advisor is Wells Fargo Securities, LLC and its legal counsel is Cravath, Swaine & Moore LLP.