PRESS RELEASE
Mission Health
Asheville, NC
Purchase agreement ensures access to high quality care for everyone in western North Carolina and provides exceptional protections for rural communities; Creates largest per capita foundation in America
ASHEVILLE, NC – August 31, 2018 -- Mission Health's Board of Directors announced today that Mission Health and HCA Healthcare (HCA) have entered into a definitive agreement for HCA to acquire Mission Health. The Agreement will be sent to the North Carolina Attorney General for applicable regulatory review.
As part of its normal regulatory review process, the attorney general will evaluate any effect the transaction could have on market competition, whether HCA Healthcare is paying a fair price for the acquisition and how proceeds resulting from the sale will continue to benefit western North Carolina.
The proceeds of the sale combined with Mission Health’s remaining cash and investments – after all debts and obligations have been paid – will ultimately be transferred to the newly formed Dogwood Health Trust whose sole mission is to dramatically improve the health and well-being of all people and communities of western North Carolina.
“From the very beginning, Mission Health’s Board worked diligently and continually to ensure that the very best path was selected for the people of western North Carolina and to make certain that our community has access to high quality, effective and compassionate care for generations to come,” said Mission Health Board Chair John R. Ball, MD, JD. “After completing due diligence and finalizing definitive agreements that have significant protections for our rural communities, we are convinced that HCA Healthcare is the right and best choice for western North Carolina and Mission’s team members, providers and patients. It is heartening to share that every single Mission Health member entity Board voted unanimously to approve this transaction.”
“Mission Health has an impressive, more than 130-year tradition of caring for communities throughout western North Carolina and we are delighted to have finalized our agreements so 2 that we can help continue their legacy,” said Milton Johnson, HCA Healthcare’s chairman and CEO. “As a healthcare provider founded by physicians 50 years ago ourselves, we share Mission Health’s focus on excellence and we look forward to investing in western North Carolina to improve the health of the region.” Mission Health will continue to be managed locally while HCA Healthcare brings its significant capabilities in operations, capital access, clinical trials, research, predictive modeling, analytics and more to augment Mission Health’s existing capabilities. HCA Healthcare Behavioral Health Services is one of the nation’s largest acute care psychiatric providers. HCA Healthcare also brings a strong track record of assisting older adults in meeting their unique healthcare needs, and their system not only includes advanced geriatric care but also supports specialized geriatric emergency services and programs tailored to healthy aging.
“HCA’s Sarah Cannon Cancer Institute has been the clinical trial leader in the majority of approved cancer therapies in the last decade and roughly 60% (106 of 177) of HCA Healthcare’s hospitals are on The Joint Commission’s list of Top Performers,” said John W. Garrett, MD, Vice Chair of the Mission Health Board. “Also, we know how essential nurses are in delivering high quality, compassionate care; ten HCA Healthcare hospitals rank among only eight percent of hospitals nationwide that are Magnet-designated indicating the highest quality of nursing excellence and innovations in professional nursing practice.”
HCA Healthcare has agreed to pay approximately $1.5 billion for the assets of the Mission Health system. Under the terms of the definitive agreement, nearly all Mission Health facilities and clinics will become part of HCA Healthcare while continuing to operate under the Mission brand. Importantly, HCA has committed to maintaining key clinical services for at least five years and keeping open all rehabilitation and acute-care hospitals for a minimum of 10 years, other than St. Joseph’s Hospital which was already planned for transition. Likewise, HCA has agreed not to sell any rehabilitation or acute-care hospital for a minimum
Further, HCA Healthcare has committed to $430 million over five years in capital expenditures which includes the completion of the Mission Hospital for Advanced Medicine, building a replacement hospital for Angel Medical Center and building a new Behavioral Health hospital. Additionally, HCA will contribute $25 million, that when combined with a matching $25 million contribution from Mission Health, will create a $50 million innovation fund to invest in businesses providing innovations in health care delivery that benefit the people of western North Carolina.
“HCA Healthcare looks forward to providing high quality services to the residents of western North Carolina,” said Chuck Hall, President of HCA’s National Group. “I was delighted by my visits to western North Carolina, meeting with the terrific people there and touring so many wonderful facilities. Mission Health’s national reputation as a leader in clinical excellence and 3 patient-centered care is consistent with our focus on quality and safety. Mission will be an exceptional addition to the HCA Healthcare family.”
“The Mission Health Board has been steadfast in its desire to truly improve the health status of the people of western North Carolina. They believe that joining HCA Healthcare is an extraordinary opportunity to build upon Mission Health’s exceptional quality, ensure that every entity within Mission Health has significant protections that it lacks today and to create a remarkable foundation that intends to invest in the social determinants of health,” said Ronald A. Paulus, MD, President and CEO of Mission Health. “HCA Healthcare has a strong track record of enhancing its hospitals’ operations and a proven history of investing in the communities it serves. The fact that we have ensured unprecedented protections for our rural communities in western North Carolina, enabled a $50 million innovation fund and created the Dogwood Health Trust all demonstrate how this transaction will be transformative for our region.”
To continue to stay informed, the public is encouraged to visit www.missionhealthforward.org.
ABOUT MISSION HEALTH Mission Health, based in Asheville, North Carolina, is the state’s sixth-largest health system. For the fifth time in the past six years, Mission Health has been named one of the nation’s Top 15 Health Systems by Truven Health Analytics, an IBM Company and part of IBM Watson Health in 2017. We are the only health system in North Carolina to achieve this recognition. Mission Health operates six hospitals, numerous outpatient and surgery centers, post-acute care provider CarePartners, long-term acute care provider Asheville Specialty Hospital, and the region’s only dedicated Level II trauma center. With approximately 12,000 team members and 2,000 volunteers, Mission Health is dedicated to improving the health and wellness of the people of western North Carolina. For more information, please visit missionhealth.org or @MissionHealthNC.
ABOUT HCA HEALTHCARE (NYSE: HCA),
Nashville-based HCA Healthcare is one of the nation's leading providers of healthcare services, operating 178 locally managed hospitals and approximately 1,800 sites of care, including surgery centers, freestanding ERs, urgent care centers and physician clinics, in 20 states and the United Kingdom. With its founding in 1968, HCA Healthcare created a new model for hospital care in the United States, using combined resources to strengthen hospitals, deliver patient-focused care and improve the practice of medicine. HCA Healthcare has conducted a number of clinical studies, including one that demonstrated that full-term delivery is healthier than early elective delivery of babies and another that identified a clinical protocol that can reduce bloodstream infections in ICU patients by 44 percent. HCA Healthcare is a learning healthcare system that uses its more than 28 million annual patient encounters to advance science, improve patient care and save lives. Please click here to connect with HCA Healthcare on social media.
# # #END PRESS RELEASE###
**11:07am** Here is a copy of an email sent to Mission Health EmployeesMission Health Team Members,
While much work remains, I am very pleased to announce that due diligence is now complete, our Boards have approved the Asset Purchase Agreement (APA) and it will soon be sent to the North Carolina Attorney General for regulatory review. In fact, every single Mission entity unanimously approved the transaction without a single dissenting vote. Our Board decided that it was essential that we act to secure our future from a position of strength. In doing that, the Board has assured the very best transaction for western North Carolina.
This is also GREAT NEWS for our patients, team members and communities. I want to share with you some of the significant benefits for our region as a result of this transaction.
· HCA Healthcare agreed to pay approximately $1.5 billion for the assets of Mission Health system (excluding all cash, investment securities and debt). Because of Mission’s significant cash and securities, the ultimate benefit to the community is highly likely to significantly exceed $1.5 billion.
· It is HCA’s intention to preserve and grow Mission Health’s ability to deliver world-class care for generations to come.
· HCA has committed to maintaining clinical services for at least five years andkeeping open all rehabilitation and acute-care hospitals, other than St. Joseph’s Hospital which was already planned for transition, for a minimum of 10 years. This protection does not exist today.
· HCA also has agreed not to sell any rehabilitation or acute-care hospital for a minimum of 10 years. This protection does not exist today.
· HCA has committed to the completion of the Mission Hospital for Advanced Medicine, building a replacement hospital for Angel Medical Center, and building a new Behavioral Health hospital for the system. Beyond even those large capital commitments, HCA has agreed to provide a minimum of an additional $232 million in capital investments.
· HCA will pay local and state property, sales, use and other taxes that will support our local community governments.
· HCA will pay local and state property, sales, use and other taxes that will benefit our local community governments, likely in excess of $15 million.
· HCA and Mission have each committed to contribute $25 million to create a $50 million innovation fund to invest in businesses providing innovations in the health care delivery that will benefit the residents of western North Carolina.
· A key outcome from this agreement will be the creation of the Dogwood Health Trust (DHT), a transformational foundation that will likely invest $75 million or more every year with a sole focus on dramatically improving the health and well-being of all people and communities of western North Carolina.
In terms of next steps, the Attorney General’s review process normally takes 60-120 days, meaning we should have a response by late fall or early winter. The sale will close on the last day of the month following the date that the Attorney General’s favorably completes its review process. On our end, we will now begin the integration planning process, which will provide an opportunity for our two organizations to learn from one another and identify how we can assure the best and strongest organization going forward.
We know that you will have many questions about what comes next, and as we’ve said from the beginning, we are committed to keeping you informed. Over the course of the next several weeks, you will be receiving additional information, access to special resources just for our team members, frequent updates via SCOPE, and more.
As always, your leader is your best resource for any questions you have. If there are questions your leader is not able to answer, you can emailHRDirectConnect@msj.org, or call HRDC at (828) 213-5600 to pose your question. Additionally, please continue to visit our dedicated websiteMissionHealthFowardwhere updates and information are be posted as they become available.
On behalf of the Mission Health Board of Directors, please accept our deep appreciation for your additional and extraordinary efforts during the due diligence process. We know this was frequently challenging as you continued your daily work, and you have contributed greatly to this outcome.
Most important, thank you for the contributions you make every day to our patients, our organization, and our communities. It is a testament to all of you that we were able to pursue and achieve such an outstanding course of action that will protect and serve the best interests of our people, patients and communities for generations to come.
Best Regards,
Ron
Ronald A. Paulus, MD
President and CEO
Mission Health System
Ron.Paulus@msj.org
(828) 213-1144
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Published at 3:40 am on August 31, 2018
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