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Exhibit Number
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Description
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(a)(1)(A)✓
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Offer to Purchase, dated July 22, 2019.
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(a)(1)(B)✓
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Letter of Transmittal.
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(a)(1)(C)✓
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Notice of Guaranteed Delivery.
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(a)(1)(D)✓
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Letter to Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees, dated July 22, 2019.
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(a)(1)(E)✓
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Letter to Clients for use by Brokers, Dealers, Commercial Banks, Trust Companies and Other Nominees, dated July 22, 2019.
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(a)(1)(F)✓
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Summary Advertisement, dated July 22, 2019.
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(a)(2)
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Not Applicable.
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(a)(3)
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Not applicable.
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(a)(4)
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Not applicable.
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(a)(5)(A)
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Press release issued July 22, 2019. (1)
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(a)(5)(B)✓
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Press release, dated July 22, 2019, announcing the commencement of the tender offer.
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(a)(5)(C)✓✓
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Press release, dated August 12, 2019, announcing that the financing condition has been satisfied.
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(a)(5)(D)✓✓✓
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Press release, dated August 19, 2019, announcing the preliminary results of the tender offer.
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(a)(5)(E)✓✓✓✓
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Press release, dated August 22, 2019, announcing the final results of the tender offer.
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(b)(1)
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Credit Agreement, dated as of June 24, 2014, by and among DaVita Inc., the guarantors party thereto, the lenders party thereto, JPMorgan Chase Bank, N.A., as Administrative Agent and Collateral Agent, Barclays Bank PLC, and
Wells Fargo Bank, National Association as Co-Syndication Agents, Bank of America, N.A., Credit Suisse AG, Goldman Sachs Bank USA, JPMorgan Chase Bank, N.A., Morgan Stanley Senior Funding, Inc., and SunTrust
Bank, as Co-Documentation Agents, Barclays Bank PLC, Wells Fargo Securities, LLC, Credit Suisse Securities (USA) LLC, Goldman Sachs Bank USA, J.P. Morgan Securities, LLC, Bank of America, N.A.,
Morgan Stanley Senior Funding, Inc., and SunTrust Robinson Humphrey, Inc. as Joint Lead Arrangers and Joint Bookrunners, The Bank of Nova Scotia, Credit Agricole Securities (USA) Inc., The Bank of Tokyo-Mitsubishi UFJ, Ltd., and Sumitomo Mitsui
Banking Corporation, as Senior Managing Agents, HSBC Securities (USA) Inc., Fifth Third Bank, and Compass Bank as Managing Agents. (2)
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(b)(2)
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Amendment No. 1, dated as of November 21, 2018, to that certain Credit Agreement, dated as of June 24, 2014, by and among DaVita Inc., the guarantors party thereto, the lenders party thereto, and JPMorgan Chase Bank,
N.A., as Administrative Agent and Collateral Agent, and the other agents from time to time party thereto. (3)
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(b)(3)✓
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Commitment Letter, dated July 18, 2019, by and between DaVita Inc. and Wells Fargo Securities, LLC, Wells Fargo Bank, National Association, Credit Agricole Corporate and Investment Bank, JPMorgan Chase Bank, N.A., MUFG (as
defined below), Bank of America, N.A., Barclays Bank PLC, Credit Suisse Loan Funding LLC (CSLF), Credit Suisse AG, Cayman Islands Branch, Goldman Sachs Bank USA, Morgan Stanley Senior Funding, Inc. and/or an affiliate, SunTrust Robinson
Humphrey, Inc., SunTrust Bank, The Bank of Nova Scotia, and Sumitomo Mitsui Banking Corporation. MUFG is defined as MUFG Bank, Ltd., MUFG Union Bank, N.A., MUFG Securities Americas Inc. and/or any affiliates of Mitsubishi UFJ Financial
Group, Inc. as determined to be appropriate to provide the services contemplated in the Commitment Letter.
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(b)(4)
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Credit Agreement, dated August 12, 2019, by and among DaVita Inc., certain subsidiary guarantors party thereto, the lenders party thereto, Credit Agricole Corporate and Investment Bank, JPMorgan Chase Bank, N.A. and MUFG Bank
Ltd., as co-syndication agents, Bank of America, N.A., Barclays Bank PLC, Credit Suisse Loan Funding LLC, Goldman Sachs Bank USA, Morgan Stanley Senior Funding, Inc. and Suntrust Bank, as co-documentation agents, and Wells Fargo Bank, National Association, as administrative agent, collateral agent and swingline lender. (4)
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(c)
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None.
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(d)(1)(A)*
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Employment Agreement, effective July 25, 2008, between DaVita Inc. and Kent J. Thiry. (5)
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(d)(1)(B)*
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Amendment to Employment Agreement, effective December 31, 2014, by and between DaVita Inc. and Kent. J. Thiry. (6)
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(d)(1)(C)*
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Amendment Number Two to Employment Agreement, effective as of August 20, 2018, by and between DaVita Inc. and Kent J. Thiry. (7)
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(d)(2)*
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Employment Agreement, effective April 29, 2019, by and between Javier J. Rodriguez and DaVita Inc. (8)
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(d)(3)*
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Employment Agreement, effective February 21, 2017, by and between DaVita Inc. and Joel Ackerman. (9)
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(d)(4)*
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Employment Agreement, effective April 27, 2016, by and between DaVita HealthCare Partners Inc. and Kathleen A. Waters. (10)
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(d)(5)*
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Employment Agreement, effective September 22, 2005, by and between DaVita Inc. and James Hilger. (11)
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(d)(6)*
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Amendment to Employment Agreement, effective December 12, 2008, by and between DaVita Inc. and James Hilger. (12)
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(d)(7)*
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Second Amendment to Employment Agreement, effective December 27, 2012, by and between DaVita Inc. and James Hilger. (13)
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(d)(8)*
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Third Amendment to Employment Agreement, effective December 31, 2014, by and between DaVita Inc. and James Hilger. (6)
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