HATCo purchase of Summa Health can proceed, Ohio AG Dave Yost says

HATCo purchase of Summa Health can proceed, Ohio AG Dave Yost says

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  • Conditions set by Ohio attorney general include increasing sale price by $15 million, with another $15 million in equity to be transferred to Summa’s existing charitable foundation.
  • HATCo owner General Catalyst, a venture capital firm, says company looks forward to finalizing transaction.
  • Leading voice in movement to block purchase insists “fight is not over,” but fellow Summa Is Not For Sale activist says Dave Yost’s conditions are “important improvements” to deal’s terms.

The sale of Summa Health to Health Assurance Transformation Company, a subsidiary of for-profit General Catalyst, has been conditionally approved by Ohio Attorney General Dave Yost, his office announced June 18.

Summa also received word of approval by the Ohio Department of Insurance on June 2, Summa spokeswoman Maureen Nagg said via email. Agency Director and Superintendent Judith L. French signed a document granting the approval May 30.

Other agencies reviewing the deal are the Federal Trade Commission and the Cayman Islands Monetary Authority, Dr. Cliff Deveny, Summa Health president and CEO, said in November.

Yost said in a prepared statement that his role in the process “is to protect Ohio’s charities. After a comprehensive review by the Charitable Law Section of my office, we’re confident that the agreement includes enforceable commitments that will secure Summa’s nonprofit mission, protect patient care, and ensure continued investment in the greater Akron community.

“With proper safeguards in place, this has the potential to strengthen health care in northeastern Ohio for years to come.”

The Attorney General Office’s Charitable Law Section, according to the release, “assessed whether the parties are in compliance with fiduciary duties, whether the nonprofit will receive full and fair market value, and whether the proceeds will be used in a manner consistent with Summa Health’s original charitable purpose.”

Ohio AG’s conditions include increasing HATCo’s costs in deal

Yost’s office sent a letter to the parties to the deal on June 18 approving the deal with 10 conditions. One of the conditions is that $15 million in cash and another $15 million in equity be transferred to Summa’s existing nonprofit foundation to benefit people who are served by the system in Summit County and surrounding areas.

Other conditions are that a majority of board members of a new, separately governed, nonprofit community foundation have no affiliation with Summa Health and that, for three years after the deal closes, the foundation will not agree to sell its $15 million interest.

Among other conditions outlined by the Ohio Attorney General’s Office:

  • The new foundation should have a charitable purpose that is in line with the existing foundation.
  • For 10 years, HATCo will agree that the attorney general retains jurisdiction over the company’s obligations set forth in the deal’s Asset Purchase Agreement.
  • HATCo agrees to cooperate reasonably with any possible future investigation by the attorney general.
  • For 10 years after closing, HATCo agrees to provide a copy of an annual report set forth in the Asset Purchase Agreement with the attorney general.
  • For 10 years after closing, HATCo will notify the attorney general of transactions that could trigger antitrust concerns.

The Ohio Revised Code requires that the parties provide notice and host a public hearing within 45 days to hear comments on proposed uses of proceeds, the release said.

Summa spokesman Mike Bernstein said through email, “Summa Health and HATCo are partnering to satisfy these conditions, and we will continue to work closely with the Attorney General’s office to ensure compliance. This is a significant milestone and follows the recent approval we received from the Ohio Department of Insurance. With these two crucial regulatory approvals now received, we look forward to continuing to focus on completing all of the remaining details necessary to finalize the transaction, including the legal work required to meet the conditions developed by the Attorney General’s office and the receipt of all other regulatory approvals. We look forward to providing additional details as they become available.”

General Catalyst Partner and Chief of Staff Molly Gillis said via email the firm looks forward to finalizing the transaction, including meeting the conditions of the Ohio Attorney General’s Office, “so that our organizations can officially move forward together to begin to advance our long-term vision to create a new, more proactive, affordable and equitable system of community-based, lifelong healthcare.”

Summa Is Not For Sale coalition members release statements

Matthew Charlebois, a member of the grassroots Summa Is Not For Sale coalition, said via email that Yost’s decision was expected.

“Throughout this entire process the public has been shut out of deciding Summa’s future,” Charlebois said. “Instead, a very small group of wealthy elites at Summa sold out the non-profit. Meanwhile, it will be the the patients and workers at Summa who suffer the consequences: diminishing quality of care, higher costs, job cuts, and employee loss of student-loan forgiveness.”

“But this fight is not over,” Charlebois said, adding that the coalition “will continue to struggle for socialized healthcare and workers’ power.”

Jeff Barge, another member of Summa Is Not For Sale, said via email that Yost “made a number of important improvements to this deal. We’re pleased that the Akron community will continue to hold an equity position in Summa Health for at least the next three years, even if it is just 3 percent. That means the new community foundation will have access to all financial reports to ensure that all conditions of the sale are met and public health is being improved.”

Barge added that the coalition still believes “that the true value of Summa Health exceeds $800 million.”

Patrick Williams covers growth and development for the Akron Beacon Journal. He can be reached by email at [email protected] or on X @pwilliamsOH. Sign up for the Beacon Journal’s business and consumer newsletter, “What’s The Deal?”

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