DC City Council 
Summary sheet on sale of Greater Southeast Community Hospital
October 19, 2007

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Greater Southeast Hospital
Public/Private Partnership Summary

GSE Hospital Public Private Partnership: Specialty Hospitals of America, LLC and its affiliates ("SHA") have entered into an Asset Purchase Agreement ("APA") with Envision Hospital Corporation and Greater Southeast Community Hospital Corporation to purchase the land, facilities and equipment at Greater Southeast Hospital ("Hospital"). Closing is scheduled for November 7, 2007. History and current circumstances necessitate the District's financial assistance in this transaction. The District will enter into a public/private partnership for the purposes of: (i) creating a structure through which District funds may be used to provide financial assistance for the transaction; (ii) ensuring that the District's financial investment is adequately secured; and (iii) assuring the continued and improved operation of Greater Southeast Community Hospital.

District Assistance: The District will provide a $79 million investment into the Public/Private Partnership, which will disburse the funds as follows:

• $29 million acquisition loan which will be allocated as follows: (i) $10 million acquisition of the Hospital; (ii) payment of a creditors note in the approximate amount of $9.75 million relating to the past bankruptcy; (iii) accounts payable in the approximate amount of $7.25 million payable to current vendors; and (iv) closing costs. The acquisition loan shall be repaid over 30 years, with payments in amounts equal to taxes that would otherwise be due on parts of the hospital or land.
• $20 million working capital loan to be repaid over 10 years.
• $30 million capital grant for medical equipment, initial capital investment, renovations to the physical plant at the Hospital.

All funding by the District will be utilized solely to clear existing claims on the Hospital and for the purchase of the Hospital site, equipment, improvements or operations thereon.

District Security: The District's financial investment in this transaction is protected through the following means: (i) the Public/Private Partnership; (ii) liens; and (iii) land use restrictions to be recorded against the property. The Partnership structure allows the District to (1) control the release of funds, where funds are used and how assets are held, and (2) control and protect against potential defaults. According the Partnership Agreement and its exhibits, funds provided by the District will be placed in escrow with an indepedent escrow agent who will hold the funds for release only with the District's consent. A portion of the Capital Equipment & Physical Plant Grant will be tied to financial, operational, and clinical performance measures at the Hospital. The Hospital shall maintain JCAHO Accreditation. Failure to meet performance measures will result in financial penalties.

The District will also protect its investment by filing and perfecting liens on the land and the hospital including fixtures, furniture equipment and movable and immovable assets. These liens will be evidenced by appropriate Deeds of Trust and UCC Financing Statements.

The District will require, through the use of Restrictive Covenants applicable to SHA and any purchaser of the Hospital, that the site be used as a hospital and for purposes relating to health care services.