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October 4, 2018 – The Court hearing the Orianna Health Systems’ case approved the sale of the Debtors’ “Restructuring Portfolio” pursuant to the terms of the Asset Purchase Agreement, dated August 13, 2018 between SC-GA 2018 Partners (the “Purchaser”) and the Debtors [Docket No. 1041].
As previously reported [Docket No. 828], “This Court-approved, competitive process resulted in the Auction, during which Purchaser increased the value of the initial bid to the Debtors’ estates by approximately $11 million. As a result, at the Auction and in consultation with Omega and the Committee, the Debtors selected Purchaser as the ‘winning bidder’ for the Restructuring Portfolio, and SentosaCare, LLC or its designee (‘Sentosa’) was selected as the ‘back-up bidder.’ Omega’s counsel and representative at the Auction enthusiastically supported the Auction’s results….[the] Purchase Price is an aggregate amount of $227,000,000, subject to adjustment as set forth in Section 2(c) of the APA, in addition to the assumption of the Assumed Liabilities, the Hired Employees PTO Benefits and the Transition Services. The Purchase Price consists of Cash Consideration of $197,000,000 (from which the Debtors may elect to use $2 million to satisfy tort claims under a liquidating plan to the extent permitted by applicable law) plus a promissory note in the principal amount of $30,000,000 payable to Omega. In the event that the Debtors cannot convey the portion of the Transferred Assets that are subject to the Laurel Baye Leases, the Purchase Price and the Cash Consideration shall each be reduced by $49,000,000 and Purchaser shall have the option to have the Debtors assume and assign such leases to Purchaser, in which case Purchaser shall pay any Cure Costs.”
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