BRG Advises New Hampshire Charitable Trust Unit in Review of $110 Million Catholic Medical Center Acquisition

Overview

The New Hampshire Department of Justice, Office of the Attorney General, Director of Charitable Trust Unit (NH DOJ) engaged BRG as its valuation and financial advisor related to its statutory review of HCA Healthcare, Inc.’s (HCA) proposed $110 million acquisition of Catholic Medical Center (CMC), as required by New Hampshire Revised Statutes Section 7:19-b. HCA and CMC entered into discussions in September 2023 and into an asset purchase agreement in July 2024.

CMC is a nonprofit, 330-bed, acute care hospital and regional health system primarily serving the community of Manchester, New Hampshire. CMC had been struggling with historical and projected operating losses, as well as inadequate access to maintenance and growth capital.

The BRG team was led by Jerry Chang, Angie Smith, Andrew Manley, and Will Guastella.

How BRG Helped

BRG’s valuation and financial advisory professionals leveraged their deep experience and expertise related to state healthcare transaction review processes in providing services to the NH DOJ. BRG professionals previously have assisted both state regulators and transacting parties with valuation and financial advisory related to potential healthcare transactions. Understanding the perspectives of “both sides of the table” enables BRG to provide unique insights during this period of increasing state regulatory scrutiny of healthcare deals.

BRG’s assistance in this matter included:

1. independent fairness opinion regarding whether the proposed purchase price was fair from a financial point of view
2. assessment of the transaction process conducted by CMC’s board
3. historical and projected profitability analysis of certain key CMC service lines
4. projected financial outlook, including debt covenant analysis

The BRG team conducted extensive due diligence into CMC’s operations, financial performance, and market position, including on-site property inspection. The BRG team also held direct discussions with CMC’s senior management team, key board members, and transaction and valuation advisors to further augment a comprehensive assessment.

Result

BRG provided valuable expertise to the NH DOJ, helping it assess the proposed purchase price, transaction process, and other key financial factors of the deal and make informed decisions and avoid unnecessary delays. This allowed CMC to move forward quickly with a plan to provide the Manchester community with accessible, affordable, and high-quality healthcare during a crucial period.