Seacoast Health Resource Resource Guide
The Foundation is responsible for the oversight and monitoring of Portsmouth Regional Hospital in order to ensure that Seacoast citizens have access to quality medical care at a first-class facility and at competitive prices. This has been an important part of the Foundation's mission since the Hospital was sold to HCA in 1983.
To exercise that oversight, the Foundation appoints a majority of the Portsmouth Regional Hospital Board of Trustees. The Hospital Board meets regularly with the Hospital's medical staff and management to oversee the Hospital's performance, including its financial condition, quality of care, quality of facilities and technology, and compliance with HCA's commitments under the 1983 agreement to provide free care to the medically indigent and ensure competitive pricing for its services. In addition, under the terms of the 1983 agreement, the Foundation has a right to repurchase the Hospital if HCA defaults on either the free care or competitive pricing covenants, or in the event of a change in ownership.
During the summer of 2006, HCA announced that it was "going private" through a $33 billion leveraged buyout by a consortium of investors. The Foundation was deeply concerned that this would not serve the best interests of the Hospital or the Seacoast community, and further believed that the 2006 transaction triggered its contractual right to repurchase the Hospital. In October 2006, the Foundation filed suit in Rockingham County Superior Court to enforce its right to repurchase the Hospital. In the summer of 2008, the New Hampshire Supreme Court issued a decision holding that, although the 2006 transaction did not trigger the right, an earlier transaction in 1999, in which indirect ownership of the Hospital was transferred to a different HCA entity might have.
The case was returned to the Superior Court for trial on this issue, which was held September 8-11, 2009, at Rockingham Superior Court in Brentwood. On December 17, 2009, Judge Kenneth McHugh issued his notice of decision in favor of the Foundation ruling that (i) HCA's 1999 transfer was a "material breach" of the original purchase agreement; and (ii) HCA should have given the Foundation the opportunity to repurchase the Hospital in 1999. The New Hampshire Supreme Court recently declined to hear HCA's appeal of that ruling. This meant the case was again returned to the trial court for further proceedings to determine the appropriate remedy for the breach. That trial was held in May, 2011. The trial court declined to specifically enforce the Foundation's right of first refusal, instead ordering HCA to unwind the triggering transaction and to pay a portion of the Foundation's legal fees incurred in connection with the liability phase of the trial. The Foundation has filed an appeal of that ruling with the New Hampshire Supreme Court.
The Foundation is committed to pursuing a resolution of the litigation that is in the best interests of both the Hospital and the community. In the meantime, the Foundation has negotiated an agreement with HCA to ensure that there will be no substantive changes in the management or operations of the Hospital until the lawsuit is resolved. Further, we are maintaining an open channel of communication with the medical staff and the community in order to protect and preserve the high standard of medical care that has been the hallmark of Portsmouth Regional Hospital for the past two decades.
To read detailed news coverage of these developments, we encourage you to visit the archives of the Portsmouth Herald Web site.