$RNVA Amended 10K OUT!!! DO WE OWN A NEW HOSPITAL????? THIS ASSET PURCHASE AGREEMENT (this “Agreement”) is made and entered into as of January 31, 2018, by and among (i) HMA FENTRESS COUNTY GENERAL HOSPITAL, LLC, a Tennessee limited liability company, and JAMESTOWN HMA PHYSICIAN MANAGEMENT, LLC, a Tennessee limited liability company (each of which may be referred to herein individually as a “Seller” and collectively as “Sellers”), (ii) JAMESTOWN TN MEDICAL CENTER, INC., a Tennessee corporation (“Buyer”), (iii) CHS/COMMUNITY HEALTH SYSTEMS, INC., a Delaware corporation (“Seller Guarantor”), and (iv) RENNOVA HEALTH, INC., a Florida corporation (“Buyer Guarantor”).
RECITALS:
A. Sellers own and operate an acute care hospital known as Tennova Healthcare - Jamestown, located at 436 W. Central Avenue, Jamestown, TN 38556, together with certain related businesses, including any associated medical office building, physician practice or clinic operations, outpatient care facilities, ancillary services, and land and buildings (collectively referred to as the “Hospital”).
B. Sellers desire to sell to Buyer, and Buyer desires to purchase from Sellers, substantially all of the assets of Sellers which are directly or indirectly related to, necessary for, or used in connection with, the operation of the Hospital, on the terms and conditions set forth in this Agreement.
C. Seller Guarantor is a party to this Agreement for purposes of guaranteeing the obligations of Sellers as set forth herein.
D. Buyer Guarantor is a party to this Agreement for purposes of guaranteeing the obligations of Buyer as set forth herein.
AGREEMENT:
NOW, THEREFORE, for and in consideration of the premises and the agreements, covenants, representations, and warranties hereinafter set forth and other good and valuable consideration, the receipt and adequacy of which are forever acknowledged and confesse
RECITALS:
A. Sellers own and operate an acute care hospital known as Tennova Healthcare - Jamestown, located at 436 W. Central Avenue, Jamestown, TN 38556, together with certain related businesses, including any associated medical office building, physician practice or clinic operations, outpatient care facilities, ancillary services, and land and buildings (collectively referred to as the “Hospital”).
B. Sellers desire to sell to Buyer, and Buyer desires to purchase from Sellers, substantially all of the assets of Sellers which are directly or indirectly related to, necessary for, or used in connection with, the operation of the Hospital, on the terms and conditions set forth in this Agreement.
C. Seller Guarantor is a party to this Agreement for purposes of guaranteeing the obligations of Sellers as set forth herein.
D. Buyer Guarantor is a party to this Agreement for purposes of guaranteeing the obligations of Buyer as set forth herein.
AGREEMENT:
NOW, THEREFORE, for and in consideration of the premises and the agreements, covenants, representations, and warranties hereinafter set forth and other good and valuable consideration, the receipt and adequacy of which are forever acknowledged and confesse
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