Letter of Intent With “Out” Clause Allows Hospital Purchaser a Way Out

Letter of Intent With “Out” Clause Allows Hospital Purchaser a Way Out

Letter of Intent With “Out” Clause Allows Hospital Purchaser a Way Out

Although parties announced agreed-upon terms of sale, termination clause in LOI prevails to stop deal
When St. Joseph Hospital in Augusta, GA, and Health Management Associates came to terms on a $75 million sale of the hospital to HMA in December 2005, they agreed on the form of an Asset Sale Agreement and announced the deal to the public. They said the terms were set, subject to regulatory approvals. They did not sign the agreement because it had to be approved by the state Attorney General under the terms of the state’s Hospital Acquisition Act and the Federal Trade Commission under the Hart-Scott-Rodino antitrust rules, but they submitted a copy of the agreement as part of the approval packages.

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