(AKRON, Ohio) — Ohio Attorney General Dave Yost has conditionally approved the sale of Summa Health to General Catalyst subsidiary Health Assurance Transformation LLC (HATCo).
“My role in this process is to protect Ohio’s charities,” Yost said. “After a comprehensive review by the Charitable Law Section of my office, we’re confident that the agreement includes enforceable commitments that will secure Summa’s nonprofit mission, protect patient care, and ensure continued investment in the greater Akron community.
“With proper safeguards in place, this has the potential to strengthen health care in northeastern Ohio for years to come.”
Because the sale involves the transfer of nonprofit assets from the health system to a for-profit entity, the Attorney General’s Office — as the agency charged under Ohio law with protecting charitable assets — is statutorily responsible for approving or denying the sale.
After being notified in November 2024 of the proposed sale, the Charitable Law Section assessed whether the parties are in compliance with fiduciary duties, whether the nonprofit will receive full and fair market value, and whether the proceeds will be used in a manner consistent with Summa Health’s original charitable purpose.
In a letter sent to both parties today, Yost’s office approved the sale provided that the parties meet ten conditions, including the transfer of an additional $15 million in cash and another $15 million in equity to the surviving nonprofit foundation to benefit the people of Summit and surrounding counties who are served by the system.
The other conditions require that:
- The charitable purpose of the foundation receiving the proceeds of the sale will be amended to a purpose consistent with Summa’s original charitable purpose.
- A majority of the foundation’s board members will have no affiliation with Summa Health.
- Foundation board members will complete the Attorney General’s Charitable University within three months of the transaction.
- For 3 years after closing, the Foundation will agree not to sell its $15 million equity interest.
- The Attorney General will retain for 10 years the jurisdiction to enforce HATCo’s ongoing obligations to the hospital system.
- HATCo will agree to cooperate with any future Attorney General investigation.
- For 10 years after the sale’s closing, HATCo will provide the Attorney General a copy of the annual report set forth in the purchase agreement reflecting HATCo’s compliance with its post-closing obligations.
- For 10 years after the sale’s closing, HATCo will notify the Attorney General of certain transactions that could trigger antitrust concerns.
With the sale now approved, the parties — per the Ohio Revised Code — must provide notice and conduct a public hearing within 45 days to field comments on the proposed use of the proceeds.
