Attorneys Advise Quorum Health Group on $2.4 Billion Hospital Sale
CHICAGO — McDermott Will & Emery represented Quorum Health Group, Inc. (Nasdaq: QHGI) in its April 27, 2001, merger with Triad Hospitals, Inc. (NYSE: TRI). The transaction valued Quorum at $2.45 billion. Quorum stockholders received .4107 shares of Triad stock and $3.50 in cash for each Quorum share. The merger creates the third largest investor-owned hospital company in the United States, controlling 49 hospitals, 14 surgery centers and more than 9,000 licensed beds in 17 states.
The legal team was led by Monte Dube, Thomas Murphy and Robert Schreck, partners in McDermott’s Chicago office, and involved attorneys in a variety of practice areas from the Washington, D.C. and New York City offices.
"This merger represented the culmination by Quorum of a review of strategic alternatives to enhance shareholder value, "said Mr. Dube, head of the Firm’s Health Department. "McDermott Will & Emery worked with management and its investment advisors in all phases of the auction process, including advising the board on fiduciary duties, transaction structure, retention incentives, securities law compliance, benefit plans and due diligence investigations. Negotiation and implementation of the merger called upon McDermott’s multidisciplinary expertise to identify issues and craft solutions under very tight time frames."
On April 23, 2001, Quorum completed its Medicare cost report settlement for $82.5 million plus interest, and implementation of a five-year corporate integrity agreement with the Department of Health and Human Services Office of the Inspector General. Charles Work and Ankur Goel, attorneys from the firm’s Washington, D.C. office, assisted Monte Dube in the successful negotiation and implementation with the Justice Department.
Quorum Health Group, Inc., headquartered in Brentwood, Tennessee, was the largest provider of contract management services to not-for-profit US hospitals, with approximately 20,000 employees operating in more than 40 states and the District of Columbia. Triad Hospitals, headquartered in Dallas, Texas, is now the third largest investor-owned hospital company in the United States.
McDermott attorneys assisting Messrs. Dube, Murphy and Schreck included William Barrett, John Callahan, Ankur Goel, William Quinlan, Thomas Steindler, Stephen Wells, Matthew White, Charles Work and Dan Zucker.
