The Summa Health Board of Directors in exercising its fiduciary responsibilities has made the decision to enter into a definitive agreement with HATCo to create a new, more proactive, affordable and equitable system of community-based, lifelong healthcare. The Board is comprised of volunteers who are not compensated for their service to the Board and have not and will not receive any compensation or incentives from either Summa or HATCo as part of our proposed transaction.  

The Board is committed to ensuring steady and consistent leadership as we continue advancing the long-term journey to bolster Summa Health’s existing strengths, drive accelerated growth, continue advancing our mission, and reshape and improve the future of healthcare delivery. 

The Summa Health Board has issued retention agreements to some Summa Health employees to help ensure stability and continuity during the ongoing transaction process with HATCo. While some retention milestones are tied to phases of the transaction, these agreements are not structured to incentivize closing the transaction; rather, they recognize our employees’ long-standing commitment and ongoing responsibilities as they guide the organization through anticipated transformation. 

Retention agreements are a common and prudent practice in times of organizational change and often used by not-for-profit organizations. Consistent leadership is critical to maintaining high-quality care, effective operations, and a successful integration process, should the transaction receive full regulatory approval. 

The Board’s decision to issue retention agreements was informed by an external advisor that specializes in compensation and provided guidance on the market appropriateness of the retention agreements and issued a fair market opinion to the Board. In addition, details on retention agreements were included in Summa Health’s regulatory review submissions. Our leadership team remains committed to making decisions that are in the best interest of Summa Health, our patients, employees, and the communities we serve. 

A Definitive Agreement is a binding contract that outlines the final terms and conditions proposed by two organizations for a legal transaction. Summa Health and HATCo are submitting applications related to the proposed transaction to all required regulatory bodies, including the Ohio Attorney General, the Ohio Department of Insurance, the Federal Trade Commission and other applicable authorities in compliance with regulatory review processes.

Summa Health and HATCo have been working closely together to shape a strategic plan that will ensure we optimize our operational stability to position us for drive meaningful transformation in the years ahead. Change takes time and this is only the beginning of our long-term journey together to reshape the future of healthcare delivery. 

HATCo is committed to a significant investment that will create new and expanded opportunities for Summa Health to drive meaningful transformation for the health system and the entire Greater Akron region. 

The purchase price of $485 million, when added to Summa Health’s current cash, will enable the health system to eliminate $850 million in existing debt. The remaining cash, after closing adjustments, will fund a new, separately governed community foundation that will support focused investment to benefit community health in the Greater Akron region. 

After the transaction closes, HATCo will make a long-term capital commitment for Summa Health’s continued operations. This includes $350 million in capital funding within the first five years to ensure the necessary resources are available for routine purposes, and investment in technologies that support growth. This commitment is not dependent upon performance and is approximately 25% higher than Summa Health’s current annual capital spend.  

HATCo’s long-term support includes an additional $200 million over the first seven years that is intended for strategic and transformative investments and to drive innovation, which will be more fully defined as Summa Health transitions into its new model and through a stabilization phase. 

Importantly, the final investments made through HATCo’s acquisition of Summa Health are subject to regulatory reviews and approvals by the Ohio Attorney General, the Ohio Department of Insurance, the Federal Trade Commission and all other applicable regulatory bodies. 

A new, separately governed community foundation will support focused investment to benefit community health in the Greater Akron region. It will be funded by the cash remaining from the transaction after Summa Health eliminates existing debt and addresses closing adjustments.

The new community foundation will be created through a process that is independent from the transaction and will be governed separately from HATCo and the health system after the closing of the transaction. Both HATCo and Summa are committed to complying with this legal requirement and are taking all steps to respect this process.

Summa Health established a working group comprised of community members and current members of the Summa Board of Directors. Together, this group spent several months reviewing similar local and national foundations and models that would best serve the Greater Akron region and all the communities we serve. They defined the mission, vision and values of a new community foundation, established the structure for the proposed board of the new foundation and reviewed nominations for board members.

The new community foundation will be created through a process that is independent from the transaction and will be governed separately from HATCo and the health system following the closing. Both HATCo and Summa are committed to complying with this legal requirement and are taking all steps to respect this process. 

Importantly, the creation of the new foundation is part of the Definitive Agreement sent to the Ohio Attorney General for regulatory review. This submission includes details on the proposed structure, charter, governance and purpose. With full regulatory approval, the new foundation will be established and begin its important work for the community.

Yes, while the new community foundation will be created through a process independent from the transaction underway and will be governed separately from HATCo and the health system following the closing, it will only become operational upon close of the transaction. Importantly, the creation of the new foundation is part of the application materials sent to the Ohio Attorney General for regulatory review. 

We recently completed the due diligence process, which is a necessary component of any proposed transaction to reach mutual understanding between both entities. Summa Health and HATCo are submitting applications related to the proposed transaction to all required regulatory bodies, including the Ohio Attorney General, the Ohio Department of Insurance, the Federal Trade Commission and other applicable authorities in compliance with regulatory review processes.

All regulatory bodies will take the time they need to thoroughly review the proposed acquisition. Regulatory review is an important step in the process. Once we have completed all regulatory requirements, we will be able to share more detailed information about the path forward.  

Summa Health and HATCo have been working closely together to shape a strategic plan that will ensure we optimize our operational stability, in order to position us to drive meaningful transformation in the years ahead. 

We are collectively establishing a comprehensive plan that includes a stabilization period during which will focus on operationally stabilizing the organization, which is an extension of our ongoing work during the past few years. 

Following stabilization, we will move into a transformation phase together. Planning for this market transformation is very high level right now, and we want the broader organization involved when vetting ideas. We will be able to talk more about the phases of this work and how to get involved once we have received full regulatory approval and closed the acquisition with HATCo. 

We can’t speak to the timing of the regulatory review process because the Ohio Attorney General, the Ohio Department of Insurance, the Federal Trade Commission and all other applicable regulatory authorities must take the time they need to thoroughly review the proposed transaction. 

Both organizations continue to work closely with one another on the due diligence process and finalizing the definitive agreement. Given the unique nature of the proposed relationship, we are committed to taking as much time as needed to complete our work. We look forward to sharing additional details as they become available.

Our leadership team and Board of Directors have been focused on opportunities that would ensure the growth of our health system and help Summa Health build upon our current strengths and enhance our organization. We believe that HATCo shares our vision to drive Summa Health’s growth and success. HATCo’s immediate investment into Summa Health will drive not only near-term benefit to the organization and all those Summa Health serves but also sustainable, long-term transformation.

Becoming part of HATCo positions our leadership, providers and employees for continued success and will build on and enhance the quality of care provided to our patients in the Greater Akron region and across Northeast Ohio. The HATCo promise of Health Assurance mirrors our promise to always provide everyone we serve with access to quality care.

HATCo, short for Health Assurance Transformation Corporation, is a company founded by General Catalyst to operationalize the promise of Health Assurance and to demonstrate the economic and human benefits that result from collaboration and responsible innovation. Specifically, HATCo’s efforts are focused on enabling a health system that can operate as a sustainable, thriving business in its own right while also demonstrating next-generation capabilities developed to make the promise of Health Assurance a reality for our community.

In collaboration with health system and technology leaders through partnerships, investments, and acquisitions, HATCo seeks to drive efficiency, affordability, and transparency to transform the healthcare industry to be more proactive, resilient, and equitable for communities and society. The HATCo platform is designed to combine the best leadership and capabilities in healthcare and tech to inform, support and drive transformation enablement while addressing system fragmentation and improving access to – and quality of – care. 

HATCo brings significant healthcare experience and a leadership team headed by Dr. Marc Harrison. Dr. Harrison is a pediatric critical care physician, global healthcare leader, and former president and CEO of Intermountain Healthcare. He joined General Catalyst to launch HATCo with Hemant Taneja and lead it as CEO with the mission to deliver health and wellness collaboratively, compassionately, and courageously – for all people. 

HATCo is capitalized outside of General Catalyst’s venture funds; it has its own leadership team led by CEO Dr. Marc Harrison; and it has a clear and distinctive charter: 1) to work with our health system partners to help them develop and execute their transformation journey; 2) to help catalyze the health assurance ecosystem, building an interoperability model with technology solutions including a subset of our health care portfolio companies to drive this transformation; and 3)  to acquire and operate a health system for the long term where we can demonstrate the blueprint of this transformation for the rest of the industry.

HATCo recognizes Summa Health’s strengths as an integrated organization with a deep history of driving meaningful change that improves the delivery of care. These core attributes shaped HATCo’s desire to acquire Summa Health to bring to life its vision: To combine the best leadership and capabilities in healthcare and tech to inform, support, and drive transformation while addressing system fragmentation and improving access and quality of care.
 
Both organizations recognize the challenges inherent in the current business model for not-for-profit healthcare and are excited about this opportunity to not only build on Summa Health’s existing strengths but truly accelerate innovative change in healthcare delivery. 

We believe our relationship with HATCo will support our continued success and strengthen the key areas of focus in our current strategic plan: Investing in Our People, Creating One Summa Experience, Expanding the Continuum and Pursuing Regionalization. 

This new structure will leverage both organizations’ strengths and aims to create a sustainable, innovative path forward to better serve Summa Health’s communities clinically, economically, and socially by:

• Providing long-term financial stability;
• Investing in local health care and expanding and advancing our programs and services;
• Expanding the growth of SummaCare to advance health equity and population health;
• Supporting continued investment in our communities’ health care needs;
• Prioritizing the professional futures of our employees and medical staff;
• Creating an enhanced pipeline for recruitment and innovation;
• Building upon our commitment to medical education and training physicians to care for tomorrow’s patients and communities; and
• Introducing new resources, innovation and technologies not currently available to the organization, including in the areas of employee engagement and information technology.

Summa Health will continue to provide the same essential services it currently offers, with a focus on continued growth and enhanced access to care. All patients will continue to have access to quality, compassionate care through the physicians, providers and care facilities they’ve come to trust.

Summa Health will continue to provide the same essential services it currently offers, with a focus on continued growth and enhanced access to care. Our strategic alignment with HATCo – and its long-term commitment to our organization – strengthens our ability to continue providing important services to our community, including women’s health, behavioral health, oncology, cardiology and emergency services. 

We do not expect this strategic relationship to significantly change our relationships or contracts with insurers nor increase the cost of care for patients. Rather, we expect this relationship will allow us to introduce new technology and innovation that enhances efficiency, affordability and access to the quality care for all those we serve.

There are no anticipated changes to insurance accepted in Summa Health facilities.

Yes. The Summa Health brand has been developed and trusted for more than 130 years. It symbolizes our organization’s position as a community pillar and represents our commitment to continue to prosper as a trusted healthcare system.

SummaCare is very important to our shared mission to create healthier communities and represents unparalleled success across Ohio. SummaCare will remain an integral part of Summa Health, with a focus on expanding into new markets in Ohio and leveraging its capabilities and expertise in risk-based health insurance contracts to pursue new opportunities. 

We anticipate no disruption to our SummaCare customers or members. In fact, we expect that our strategic alignment with HATCo will create new opportunities to further strengthen and expand SummaCare.

HATCo supports and is committed to continued investment in our employees and providers who have created and supported Summa Health’s success. Investing in Our People remains a critical area of focus across the organization and we will continue to: 

• Prioritize short and long-term workforce development.
• Promote diversity, equity and inclusion.
• Enhance employee and clinician engagement.
• Expand quality, safety and nursing infrastructures.

Together, Summa Health and HATCo will examine all opportunities to implement strategies that prioritize the professional futures of all our valued employees and providers.

The Summa Health Board, including the physician members, believe strongly in HATCo and Summa Health’s shared vision to advance innovation that improves the coordination of patient care, makes hospital processes more efficient, and ultimately empowers physicians and all of our employees to deliver on the promise of personalized care and meaningful change.

Dr. Cliff Deveny, the Summa Health leadership team, and physician leaders across the organization will collaborate closely with Dr. Marc Harrison, a pediatric critical care physician and former president and CEO of Intermountain Healthcare, and the HATCo team. Together we will build on our strengths and collaboratively shape a transformative journey – not overhaul our organization. 

No. Summa Health’s mission – to provide the highest quality, compassionate care to our patients and members and to contribute to healthier communities – is at the heart of our culture. While the structure and model of Summa Health will shift when we become part of HATCo, Summa Health’s priorities will not change.

Both Summa Health and HATCo share a belief that teaching the next generation of providers is critical to the health and wellness of the people we serve. Graduate medical education will continue to be a priority at Summa Health.

Summa Health’s mission – to provide the highest quality, compassionate care to our patients and members and to contribute to healthier communities – is at the heart of our culture. HATCo is committed to helping us advance this mission by partnering to build on our strengths and collaboratively shape a transformative journey, not overhauling our organization. 

Summa Health’s leadership team, in partnership with Dr. Marc Harrison and the HATCo team, are committed to continued investment in our employees and providers who have driven and supported Summa Health’s success. 

Yes. Within the new structure, Summa Health will become a for-profit organization and HATCo and Summa Health will maintain the health system’s commitment to charity care. In addition, as a result of the transaction, a community foundation will be created that advances Summa’s mission through increased, focused investment into social determinants of health that benefits the entire Greater Akron area.

With the transition of Summa Health from a not-for-profit to a for-profit organization, the Summa Health Foundation will no longer be able to support Summa Health in its current manner and would likely combine its assets with the new community foundation. Summa Health will work closely with the Foundation Board and leadership to create a new community foundation that advances our mission through increased, focused investment into social determinants of health that benefits the Greater Akron region.

A community foundation will be created that advances Summa Health’s mission through increased, focused investment into social determinants of health that benefits the Greater Akron region. This new foundation will allow us to deliver a broader impact than we can achieve today.

Summa Health and HATCo will maintain Summa Health’s commitment to charity care. Summa Health will also use the upfront capital from this transaction to create a community foundation that advances Summa Health’s mission through increased, focused investment into social determinants of health that benefits the Greater Akron region.

Summa Health has been proud to increase its investment in community benefit year over year – including $210 million in community impact in 2022, with $11.5 million specifically allocated to charity care – and will continue to do so with HATCo’s full support.

Our success during the past 130+ years would not have been possible without the generosity of our donors. We are committed to working closely with the current Foundation Board to ensure our donors understand the purpose and priorities of the new foundation. We intend to create new and meaningful opportunities for increased, focused investment into programs and initiatives that benefit the entire Akron community.

Upon close, Summa Health will become part of a for-profit organization and begin to pay taxes. While the full analysis of this financial impact will be part of the due diligence process, we do anticipate that there will be great economic benefit to our region through enhanced revenue that is invested back into the communities we serve.

Yes. Summa Health will maintain its commitment to community benefit, including charity care, and continue to provide the same essential services it currently offers, with a focus on growth and enhanced access to care. In fact, as part of HATCo, Summa Health will have expanded opportunities to increase investment and generate new revenue streams that strengthen our organization and drive economic growth across the region.

Summa Health will also begin to pay taxes within the new for-profit structure, providing additional economic benefit to our region through enhanced revenue that is invested back into the communities we serve.

HATCo and Summa Health have a shared vision to keep patients and community at the center of decision-making. Rather than focusing on cost cuts and maximizing traditional volume-based revenue, HATCo is committed to long-term capital investment that puts technology and innovation into the system, creates new revenue streams that will enhance sustainability and local delivery of care, and allows for more investment into services that matter most to our communities. 

This strategic relationship is based on shared success. While Summa Health will benefit from the investment, technology and innovation that HATCo provides, HATCo will only achieve its ultimate goal of transforming healthcare if Summa Health thrives as a health system that continues to deliver high-quality care and population health to its patients and communities.

Summa Health is in sound financial standing. We have been adeptly navigating many challenging financial and operational headwinds that are impacting all not-for-profit health systems, and are on track to meet our targets with a positive financial outlook for the coming year. 

However, we recognize that pressures like rising supply costs and ongoing changes in reimbursement will continue to negatively impact our bottom line and ability to serve patients and staff. In our current structure, we will have limited ability to continue investing in the growth and improvements our community deserves and needs.

This strategic alignment with and investment from HATCo is an opportunity to further strengthen and bolster Summa Health’s existing strengths, drive accelerated growth and continue advancing our mission.

One of the biggest challenges of the typical private equity model in healthcare is the focus on taking costs out of the system, leaving little incentive for investment of any kind. HATCo is very clear that it is focused on long-term, sustained investment in Summa Health. Staff retention is a key priority, and our agreement overtly commits to innovation and technology, maintaining our essential services, community investment and charity care. Rather than realizing gains through cost cuts and increases in volume-based revenue, we intend to work with HATCo to invest in technology, innovation and services that will generate new revenue streams that enhance sustainability and local delivery of care.

The Summa Health Board and leadership team have confidence in this shared vision and in HATCo’s leadership team, led by Dr. Marc Harrison. Both Dr. Deveny and Dr. Harrison have spent their careers leading and serving large healthcare systems and have proven experience putting patients and communities at the center of decision-making.

While this is an acquisition, both organizations are committed to creating a meaningful, collaborative relationship with one another on a long-term journey to reshape and improve the future of healthcare delivery.

Although we understand the concerns about being backed by venture capital, we believe that in HATCo, we have found a truly strategic partner that is committed to our model and the culture that has driven Summa Health’s success.

There was a time when it made sense for us to pursue partnership opportunities with other healthcare organizations across the industry. However, the changing healthcare landscape has put increasing pressure on hospitals and healthcare systems – including Summa Health – to expand access to care while also minimizing costs. The current business model for not-for-profit healthcare – locally and across the industry – is challenging.

Upon meeting the HATCo team, it became clear that our two organizations are very much aligned in our vision for the future of healthcare. As those conversations continued and we got to better know each other’s visions and capabilities, it became clear that partnering with HATCo provides us with comprehensive opportunities to transform our organization in ways that we can’t achieve alone and that simply aren’t available by partnering with another healthcare organization navigating the same industry challenges we face. 

We are confident that it is the best opportunity to continue expanding access to – and delivering – health and wellness collaboratively, compassionately, and courageously for all people.

During the due diligence period, Summa Health and HATCo will work together to further evaluate and define details of the proposed relationship, while carefully reviewing information from both organizations before finalizing a definitive agreement. 

Summa Health’s current and planned commitments will continue to proceed, and the organization will continue to invest in Ohio employees and initiatives. Summa Health will continue to provide the same essential services it currently offers, with a focus on continued growth and enhanced access to care.