HOSPITAL MERGERS AND ACQUISITIONS AND THE GEORGIA ACQUISITION ACT

1. HOSPITAL MERGERS ANDACQUISITIONS AND THE GEORGIAACQUISITION ACT Michelle Williams, JD Partner, Alston & Bird LLP Michael J. Finnerty Senior Vice President, Kaufman, Hall & Associates, Inc. W. Wright Banks, Jr., JD Deputy Attorney General, Office of the Attorney General SEPTEMBER 28, 2012

8. MOODY’S Factors Behind Current Consolidation Strategies

12. 2012 Georgia Transactions

14. Changes to the Georgia Provider Landscape Since 2008 Restoration Healthcare acquires Banks-Jackson Commerce Hospital (October 2009) Emory Healthcare acquires HCA’s interest in Emory John’s Creek Hospital (March 2010) Erlanger Health acquires Hutcheson Medical Center (April 2011) Elbert Memorial Hospital enters into letter of intent to initiate management agreement with AnMed Health (October 2012) Emory Healthcare and St. Joseph Hospital announce partnership (March 2011) HCA acquires Emory Healthcare’s interest in Eastside Medical Center (March 2010) Piedmont Healthcare acquires Henry Medical Center (January 2012) University Hospital announces acquisition of McDuffie Regional Medical Center (October 2011) Partnership announced between Medical Center of Central Georgia and Peach Regional Medical Center results in the construction of replacement hospital (June 2011) St. Mary’s Healthcare acquires St. Joseph’s East Georgia from St. Joseph’s Health System (January 2012) LifePoint Hospitals acquires Rockdale Medical Center (February 2009) Medical Center Hospital Authority acquires Columbus Doctors Hospital (February 2008) Medical Center Hospital Authority acquires Hughston Hospital (April 2008) Southern Regional Health System announces affiliation with Emory (May 2012) Phoebe Putney acquires Sumter Regional Hospital (October 2008) Mayo Clinic Jacksonville acquires Satilla Regional Medical Center (March 2012) Phoebe Putney acquires Palmyra Medical Center from HCA (December 2011) Tift Regional acquires Memorial Hospital of Adel from SunLink (March 2012) South Georgia Medical Center acquires Smith Northview Hospital from Ameris Health System (May 2011) 14

16. Michelle A. Williams, JD Partner Michelle Williams practices health care law and is a member of the Firm’s Regulatory Health Care Group and the Products Liability Group. Ms. Williams concentrates her practice on the regulatory aspects of health law and handles Medicare/Medicaid termination actions, EMTALA defense and peer review organization hearings, professional agency actions and administrative agency proceedings including those involved in food poisonings and infectious disease look backs. She also works with the Corporate Health Care Practice Group advising on the fraud and abuse and Stark aspects of health care transactions, and the Government Investigations Practice Group advising on qui tam actions. Prior to law school, Ms. Williams completed her Medical Technologist internship at Butterworth Hospital, an affiliate of Michigan State University, where she received a B.S. in microbiology and public health and a B.S. in animal husbandry. Ms. Williams was a registered medical technologist at University Hospitals of Cleveland, Lansing General Hospital and Baystate Medical Center and a laboratory assistant at Michigan State University where she worked on vaccine projects for Brucellosis and Marek’s Disease Herpes Virus. While an undergraduate, she worked at the Michigan State University abattoir in all phases of meat production. She received her J.D. in 1986 from Case Western University School of Law where she was the Executive Editor of Health Matrix: Quarterly Journal of Health Services Management. Following law school, she served as assistant counsel of University Hospitals of Cleveland, Ohio, a teaching hospital of Case Western Reserve University School of Medicine, and then as associate general counsel of The Mt. Sinai Medical Center, Cleveland, Ohio. She is a member of the American Health Lawyers Association (AHLA), Vice Chair of the ALAH Hospitals and Health Systems Practice Group, Chair of the American Red Cross Blood Services Southern Region Life Board, past Chair of the Board of Directors of the American Red Cross Southern Region Blood Services, and past Chair of the Board of Directors of the American Red Cross Fulton County Advisory Board. She is a member of the National Advocacy Council for the CDC Foundation, Inc. and was selected to Best Lawyers in America 2006. Michelle A. WilliamsAlston & Bird LLPOne Atlantic Center1201 West Peachtree St.Atlanta, GA 30309-3424 404-881-7594mawilliams@alston.comPractice AreasCompliance Health Care - Regulatory Internet & E-Business Life Sciences Privacy & Data Management Products Liability EducationCase Western Reserve University(J.D., 1986)Butterworth Hospital(M.T., 1981)Michigan State University (B.S., B.S., 1978)Admitted to Practice1992, Georgia1991, Colorado1987, Ohio

17. W. Wright Banks, Jr.Georgia Office of Attorney General W. Wright Banks, Jr. is a Deputy Attorney General with the Office of the Georgia Attorney General.   He serves as the Director of the Commercial Transactions and Litigation Division which includes three sections: Business and Finance; Real Property, Construction, Transportation and Authorities; and Tax. From 2007 to 2012, he served as the Section Leader of the Business and Finance Section.  Prior to the time that he served as Section Leader, he worked in the Business and Finance Section practicing in a number of areas of law, including alcoholic beverage regulation, bankruptcy, insurance, and procurements handling both transactions and litigation matters. He has provided general representation to a number of entities of the State, including the Department of Administrative Services, the Alcohol and Tobacco Division of the Department of Revenue, the Georgia Lottery Corporation, the Financing and Investment Division of the Georgia State Financing and Investment Commission and the Georgia Superior Court Clerks’ Cooperative Authority. He graduated from the University of Georgia with an A.B. degree in Political Science in 1990. He received his law degree from Mercer University cum laude in 1993 where he was a member of the Mercer Law Review and Phi Kappa Phi and received three American Jurisprudence Awards. Among other responsibilities, the Commercial Transactions and Litigation Division is charged with administering the responsibilities of the Attorney General under the Hospital Acquisition Act, O.C.G.A. §§ 31-7-400 through 31-7-412.  Wright has served in a variety of roles related to a number of hospital transactions including serving as hearing officer in four recent transactions involving hospitals ranging from twenty-five to in excess of three hundred beds.