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27140-000i l 1 \ Auditaf MAR , q [ Accountant ;,AR 1 a 2001 A, C� C-.) O _T m C 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 LEASE 27.40 THIS LEASE is made and entered, in duplicate, as of February 1, 2001 for reference purposes only, pursuantto a minute orderadopted bythe City Council of the City of Long Beach at its meeting on January 23, 2001, by and between COMMUNITY HOSPITAL OF LONG BEACH, INC., a California public benefit corporation, whose address is 1720 Termino Avenue, Long Beach, CA 90804 ("Tenant") and the CITY OF LONG BEACH, a municipal corporation ("Landlord"). In consideration of the faithful performance of the terms, covenants and conditions herein, the parties agree as follows: 1. Leased Premises. Landlord hereby leases to Tenant and Tenant hereby accepts "as is" and leases from Landlord the premises described in Exhibit "A" attached hereto and incorporated herein by this reference, commonly known as 1720 Termino Avenue, Long Beach, CA 90804 ("Premises"). Tenant acknowledges that it has not received and Landlord has not made any warranty, express or implied, or representation as to the condition of the Premises. Landlord shall have no responsibility to bring the Premises into compliance with any laws, rules or regulations (including but not limited any building or occupancy codes, or certification/accreditation requirements) or to bring the Premises into "move in" condition. Landlord shall have no liability to Tenant and Tenant shall have and make no claim against Landlord for any damage, injury, loss of use, or loss of business -caused by the condition of the Premises. Subject to the conditions described below, Tenant hereby leases the additional property described in Exhibit "B" attached hereto and incorporated herein by this reference ("Additional Premises"). Landlord hereby discloses that the chain of title to the Additional Premises may contain a gap and, therefore, Landlord shall have the opportunity to file a quiet title action with respect to title to the Additional Premises. If Landlord fails to quiet title, for whatever reason, then Tenant agrees to and shall accept the Additional Premises with knowledge of the cloud on Landlord's title and Tenant waives all claims C11 G 01 IIIAR -8 PH 4: OQ b b cYy�NO Y cc O O N O C." � In tu0Uv C Y a�3a U93 M to 0 a 1 2 3 4 51 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23. 24 25 26 27 28 Tenant may have against Landlord with respect to such cloud on title. 2. Term. A. The term of this Lease shall begin at 12:01 a.m. on February 1, 2001, and shall end at midnight on January 31, 2020, unless sooner terminated as provided herein. February 1 each year shall be the "Anniversary Date" and February 1, 2001 shall be the first Anniversary Date. The date on which Tenant opens the Premises as an acute care facility shall be the "Commencement Date", which shall be no later than July 1, 2001. The terms, covenants and conditions of this Lease shall become effective on the first Anniversary Date, unless otherwise indicated herein. B. Tenant shall have an option to extend the term of this Lease for two (2) separate, consecutive periods of ten (10) years each. Tenant shall give notice to Landlord that Tenant is exercising an option at least one hundred twenty (120) days prior to the expiration of the original term or any extension term. If the Tenant is in default hereunder on the date of its notice, or if the Tenant defaults between the date of the notice to extend and the expiration of the original term or any extension term and has not cured that default prior to said expiration so that Tenant is in default on the date any extension term is to begin, then the notice regarding the exercise of the option to extend shall be void and ineffective and no extension term shall begin. The option to extend the term shall be personal to Tenant and may be I exercised only by the originally named Tenant and not by any assignee, subtenant, or other transferee of Tenant. C. If Landlord is unable to deliver possession of the Premises to Tenant on or before the projected Commencement Date, Landlord shall not be liable for its failure to do so. This failure shall not affect the validity of this Lease or the obligations of Tenant under this Lease, but this Lease shall be amended to reflect the true Commencement Date. And, Tenant shall have the right to terminate this Lease if Landlord fails to deliver possession of the Premises by July 1, 2001, and neither party shall be liable to the other in the event of such termination by Tenant. D. If during the term of this Lease, any law, rule, or regulation becomes E V 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 161 17 18 19 20 21 22 23 24 25 26 27 28 effective the provisions of which so restrict the uses to which the Premises can be put that Tenant is unable to use or successfully operate the Premises in the manner contemplated herein, then Tenant may terminate this Lease with sixty (60) days prior notice to Landlord If Tenant exercises this right to terminate, then Tenant shall immediately repay all sums yet unpaid as described in Section 4 below. 3. Use. A. As of the Commencement Date, Tenant shall use the Premises solely for an acute care hospital and other health care services normally provided by a community hospital, for a medical office building, and for other uses which are approved in advance in writing by the City Manager or designee, which approval may be granted or withheld in the City's sole discretion. In considering whether or not to grant approval, Landlord may consider any factors it deems relevant, including but not limited to environmental risks, financial risks, and compatibility with approved uses. Landlord may impose reasonable conditions prior to granting approval, including, but not limited to requiring Tenant to provide additional insurance coverage and provide additional financial security. This Lease shall be amended to add additional, approved uses. purpose. B. Tenant shall not use or permit the use of the Premises for any other C. Tenant shall not use the Premises nor conduct any activity thereon in any manner that creates a nuisance, unreasonable annoyance, or waste. Tenant shall not make or permit any noise or odors that constitute a nuisance within the meaning of California Civil Code Section 3479 or California Penal Code Section 370, or their I successors. D. Prior to the Commencement Date and throughout the term, any extensions and any holding over, Tenant shall obtain and maintain all licenses and permits required by any federal, state, county, or local government or agency for the uses permitted hereunder and for accreditation by all agencies having jurisdiction over operations on the Premises. Tenant shall use the Premises and operate and manage all facilities thereon in compliance with all laws, ordinances, rules, and regulations by 3 I g q N ��"paaa fD -ONO�N 0 �4w.aa u UM QF 4 1 2 3 4 5 .1I 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21' 22 23 24 25 26 27 28 agencies having jurisdiction over the Premises, the facilities and operations thereon (including but not limited to those relating to earthquake retrofits). E. Tenant understands and agrees that this Lease covers only the surface of the Premises and only so much of the subsurface as is reasonably necessary for Tenant's use of the Premises as permitted hereunder. F. Tenant shall use the Premises in accordance with the business plan submitted by Tenant to Landlord, which business plan is attached hereto as Exhibit "C" and incorporated herein by this reference. G. If Tenant performs the terms, covenants, and conditions of this Lease, then Tenant shall peaceably and quietly hold and enjoy the Premises. 4. Rent. A. Tenant shall pay to Landlord as base rent the sum of One Dollar ($1.00) per year, in advance, without setoff, deduction, demand, or notice. If this Lease terminates prior to its natural expiration for any or no reason, then Tenant shall not be entitled to any refund of the rent. Tenant shall pay base rent on the Anniversary Date each year to the address of Landlord shown herein for notices. B. Tenant shall pay as additional rent the actual cost of maintaining the Premises which Landlord has spent during the months of November, 2000 and December, 2000 and January, 2001, pursuant to the schedule attached hereto as Exhibit "D" and incorporated herein by this reference, beginning on May 1, 2003. C. Landlord will provide a tenant improvement allowance to Tenant in an amount up to but not exceeding $2,000,000, so that Tenant can make or cause to be made improvements to the Premises, which improvements are identified in Exhibit "E" attached hereto and incorporated herein by this reference, provided, however, that Landlord shall have no obligation to provide such tenant improvement allowance unless and until Tenant proves to the sole satisfaction of Landlord that Tenant has immediately available: (i) cash, (ii) a letter of credit, or (iii) another form of credit, in the amount of $17,000,000. Tenant shall pay as additional rent an amount equal to the actual cost of these tenant improvements, not to exceed $2,000,000, pursuant to Exhibit "D". 4 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17' 181 19 20 21 22 23 24 25 26 27 28 D. Tenant shall pay as additional rent any sum not otherwise identified in this Section 4 but authorized to be spent or advanced by Landlord under this Lease (and actually spent by Landlord), whether or not designated as additional rent. Any other sum(s) that Tenant must pay under this Lease shall also be deemed additional rent. E. Notwithstanding anything to the contrary herein regarding default and the opportunity to cure such default, Tenant's failure to make any payment due under Sub- section 4(B), Sub -section 4(C), or Sub -section 4(D) when due or Tenant's request that Landlord expend any funds [excluding the funds identified as the tenant improvement allowance in Sub-section4(C)], whether for additional tenant improvements orfor any other purpose relating to the Premises, shall be a material default entitling Landlord to terminate immediately this Lease and to pursue all other remedies available to Landlord at law or in equity. F. If Tenant exercises its option to extend the term of this Lease, then base rent shall be increased to fair market rent at the beginning of each extended term. Fair market rent shall be determined as follows: (i)' Promptly upon receipt of Tenant's notice to exercise its option to extend, Landlord shall meet with Tenant to negotiate in good faith the fair market rent. If the parties have not agreed on fair market rent at least ninety (90) days prior to the Anniversary Date, then they shall attempt in good faith to name an appraiser not later than seventy-five (75) days prior to the Anniversary Date. If they are unable to agree on an appraiser within such 75 -day period, then they shall each appoint an appraiser not later than sixty-five (65) days prior to the Anniversary Date. Within ten (10) days thereafter, the two appointed appraisers shall appoint a third appraiser. If either Landlord or Tenant fails to appoint its .appraiser within the prescribed time period, then the single appraiser appointed within the prescribed time period shall determine the fair market rent. If both parties fail to appoint appraisers within the prescribed time period, then the first appraiser thereafter selected by a party shall determine the fair market rent. Each party shall bear the cost of its own appraiser and the parties shall share equally the cost of the single or 5 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 third appraiser, if applicable. Such appraiser(s) shall work in the Long Beach area and shall be members of professional organizations such as MAI, American Institute of Real Estate Appraisers or the Society of Real Estate Appraisers, or equivalent, and shall have been in the active practice of the profession of real estate appraisal for at least ten (10) years. (ii) Fair market rent shall mean the price that a ready and willing tenant would pay as of the closest Anniversary Date as monthly rent to a ready and willing landlord of premises comparable to the Premises, including all of its components and improvements, its size, location, and other features, if such premises were exposed for lease on the open market for a reasonable amount of time. (iii) The appraiser(s) shall determine the fair market rent no later than thirty (30) days prior to the Anniversary Date and shall notify both parties in writing of the determination of fair market rent. This Lease shall be amended to state the fair market rent for the extended term. 5. Taxes. Tenant acknowledges that this Lease may create a possessory interest subject to taxation and that Tenant may be liable for payment of taxes levied on such interest. Tenant shall promptly pay, prior to delinquency, all taxes, assessments, charges, and fees, however designated, levied or assessed against the Premises, the buildings, improvements, fixtures, equipment and personal property on the Premises. Tenant shall furnish to Landlord satisfactory evidence of exemption from or payment of said taxes, assessments, charges and fees immediately on demand from Landlord. 6. Relocation. Tenant agrees that nothing in this Lease shall create any right in Tenant to any relocation assistance or payment pursuant to the provisions of Title 1, Division 7, Chapter 16 of the Government Code, or any successor statute; from Landlord on the termination or expiration of this Lease. 7. Insurance. A. Concurrent with the execution of this Lease and throughout the original and any extension term or holding over, Tenant shall procure and maintain, at its cost, from insurance companies admitted to write insurance in the State of California or 2 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18. 19 20 21 22 23 24 25 26 27 28 from nonadmitted insurers that are on California's List of Eligible Surplus Lines Insurers CLESLI") and that have a minimum rating of or equivalent to ANIII by A.M. Best Company: (i) As of the first Anniversary Date, commercial general liability insurance (equivalent in coverage scope to Insurance Services Office, Inc. [" ISO'J form CG 00 01 11 85 or 1188), in an amount not less than Ten Million Dollars ($10,000,000) per occurrence and general aggregate. Such insurance shall include (as may be applicable to Tenant's operations, products and completed operations) environmental impairment liability, underground storage tank liability, sexual molestation liability, garagekeepers legal liability, and fire legal liability, and shall not limit or exclude coverage for contractual liability, independent contractors liability, or cross liability protection. This insurance shall be endorsed to include Landlord, its officials, employees and agents as additional insureds (by an endorsement equivalent in coverage scope to ISO form CG 20 2611 85) and to waive the insurers' rights of subrogation against Landlord, its officials, employees and agents. (ii) As of the Commencement Date, hospital professional liability insurance, including as may be applicable to Tenant's operations, medical professionals' liability, nurses' professional liability, pharmacists' professional liability, and other professional and errors and omissions liability coverages in an amount not less than Ten Million Dollars ($10,000,000) per occurrence and in aggregate. (iii) As of the first Anniversary Date, workers' compensation insurance as required by the State of California and employer's liability insurance with minimum limits of One Million Dollars ($1,000,000) per accident. The policy shall be endorsed by the insurerto waive the insurer's rights of subrogation against Landlord, its officials, employees and agents. (iv) As of the first Anniversary Date, automobile liability insurance (equivalent in coverage scope to ISO form CA 00 01 06 92) in an amount not less than Two Million Dollars ($2,000,000) combined single limit per accident for bodily injury and property damage covering Auto Symbol 1 ("Any Auto"). 7 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 (v) As of the Commencement Date, any other insurance that may be required by the Joint Commission for Accreditation of Healthcare Organizations or similar accreditation authority and state and federal regulatory authorities for continued accreditation and licensing of the Premises. (vi) As of the first Anniversary Date, "All Risk" property insurance, including debris removal and boiler and machinery coverage, in an amount not less than Forty-six Million Dollars ($46,000,000) to cover the full replacement value of all buildings and structures on the Premises. Landlord shall be a named insured under this coverage. The $46,000,000 minimum coverage may be adjusted immediately and retroactively to the Commencement Date of Operation, at the sole discretion of Landlord's Risk Manager or designee, after completion of an appraisal of the Premises by Landlord's Risk Manager or agent thereof. (vii) As of the date of any construction, "All Risk" property insurance, including debris removal and builders risk coverage during the course of any construction on the Premises, in an amount sufficient to cover the full replacement value of buildings and structural improvements constructed or erected on or about the Premises by Tenant. Landlord shall be named as an additional insured under a standard loss payable endorsement. (viii) As of the first Anniversary Date, "All Risk" property insurance, in an amount sufficient to cover the full replacement value of Tenant's personal property and equipment on the Premises, whether owned, leased, or in the care, custody or control of Tenant, and of Landlord's personal property and equipment on the Premises including but not limited to furnishings and equipment. Landlord shall be named as an additional insured under a standard loss payable endorsement, as its interests may appear. (ix) As of the first Anniversary Date, business interruption insurance providing �I that the rent and additional rent due Landlord shall be paid for a period of up to twelve (12) months if the Premises are destroyed or rendered inaccessible. B. Tenant shall procure and maintain or cause to be procured and 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 maintained the insurance required in sub -Section 7(A) above by Tenant's on-site contractors, subtenants, and permittees, as may be applicable to their respective operations, subject to the following: (i) Tenant's contractors, subtenants, and permittees shall provide Commercial General Liability insurance as required under sub -Section 7(A)(i) above in an amount not less than One Million Dollars ($1,000,000) per occurrence and Two Million Dollars ($2,000,000) general aggregate, with the exception of any contractor or subcontractor operating a parking garage on the Premises, as stated in sub -Section 7(A)(iii). This insurance shall be endorsed to include Landlord, its officials, employees and agents as additional insureds (by an endorsement equivalent in scope to ISO form CG 20 2611 85) and endorsed to waive the insurer's rights of subrogation against Landlord, its officials, employees and agents. All other applicable insurance requirements under sub -Section 7(A) shall also apply. (ii) Tenant's contractors, subtenants and permittees whose operations or services involve medical, surgical, pharmaceutical or other medical -related services or operations on the Premises shall provide medical professionals' liability, nurses' professional liability, pharmacists' professional liability, and other professional and errors and omissions liability, as applicable to their respective operations, in an amount not less than One Million Dollars ($1,000,000) per occurrence and in aggregate. (iii) If any parking structure on the Premises is operated by a contractor, subtenant or permittee of Tenant, then that operator shall provide garage liability in an amount not less than One Million Dollars ($1,000,000) per occurrence and Three Million Dollars ($3,000,000) general aggregate in place of the commercial general liability requirement under Section 7(A)(i) above. Such insurance shall include garagekeepers legal liability insurance in an amount not less than One Million Dollars ($1,000,000) per occurrence. This insurance shall be endorsed to include Landlord, its officials, employees and agents as additional insureds with respect to the operations of the operator or use of the Premises by the operator and endorsed to waive the insurer's rights of subrogation d AW y�eN•i Q�pp� in C/I IM.1 eq c e O Q�V a as 1 2 3 4 5 6 7 8 9 10 11 12 13i 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 against Landlord, its officials, employees and agents. (iv) If Tenant commences development or construction on the Premises, then Landlord reserves the right to require additional coverages from Tenant's contractors and subcontractors, including but not limited to coverage for explosion, collapse, and underground ("XCU") hazards, environmental impairment liability, design professionals' liability, and construction management errors and omissions liability. C. If Tenant fails to procure or maintain any insurance required herein, then Landlord may, at Landlord's sole discretion, procure and maintain such insurance on behalf of Tenant, at Tenant's sole expense, and Tenant shall pay the cost of such insurance to Landlord as additional rent. The phrase "Fails to procure or maintain" shall be determined by Landlord's Risk Manager or designee, in his/her sole discretion. D. If Landlord exercises its discretion with respect to the procurement or maintenance of insurance for and on behalf of Tenant hereunder, then Tenant shall pay the cost of insurance as additional rent, within fifteen (15) days after receipt of an invoice therefor. If Tenant fails to pay the invoice, when due, interest shall accrue and be due on the unpaid amount at the rate of two percent (2%) per month, or the maximum allowed by law, whichever is greater, commencing on the sixteenth (16th) day after the date of the invoice and compounded monthly. E. Tenant shall provide to Landlord all policy information requested by Landlord and shall make available to Landlord during Tenant's normal business hours all books, records and other information relating to insurance and shall provide copies of policies to Landlord upon request. F. On execution of this Lease or as otherwise stated herein, Tenant shall deliver to Landlord certificates of insurance and endorsements required herein, including the certificates and endorsements of Tenant's subtenants, permittees, contractors and subcontractors for approval as to sufficiency and form. The certificates and endorsements for each insurance policy shall contain the original signatures of persons authorized by that insurer to bind coverage on its behalf. Tenant shall provide Landlord with certificates of 10 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 insurance and endorsements for renewal policies within thirty (30) days after the existing policy expires. G. All insurance required herein shall be separately endorsed to require at least thirty (30) days priorwritten notice of cancellation [or ten (10) days prior written notice if cancellation is due to nonpayment of premiums], nonrenewal, or reduction in coverage or limits (other than reduction of limits due to claims paid) and to provide that coverage shall be primary and not contributing to any other insurance or self-insurance maintained by Landlord, its officials, employees, and agents. H. Any self-insurance program, self-insured retention or deductible must be approved separately in writing by Landlord's Risk Manager, or designee, and shall protect Landlord, its officials, employees and agents in the same manner and to the same extent as they would have been protected had the policy or policies not contained such retention or deductible provisions. I. With respect to damage to property, Landlord and Tenant hereby waive all rights of subrogation, one against the other, but only to the extent that collectible commercial insurance is available for such damage. J. Not more frequently than every three (3) years or upon any new construction or development on the Premises or upon any assignment, transfer or sublease approved by Landlord in accordance with the provisions of this Lease (excluding the subleasesforthe Professional Office Building which Landlord has assigned to Tenant), if in the opinion of Landlord's Risk Manager or designee, the amount, scope, or types of coverages specified herein are not adequate, Tenant shall amend its insurance as required by Landlord's Risk Manager or designee unless Tenant establishes that any such amendments are not reasonably based on the insurance, or actuarially -certified self- insurance, maintained by similar entities in the same geographic region. Such amendments may include but are not limited to coverage for earthquake and flood, if available from responsible insurance companies at reasonable cost. The phrase "responsible insurance companies at reasonable cost" shall be determined by Landlord's 11 1 2 3 4 5 6 7 8 9 10 11 12 13I 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Risk Manager or designee, in his/her sole discretion. K. Such insurance as required herein shall not be deemed to limit Tenant's liability in any way under.this Lease. The procuring or maintaining of insurance shall not be construed as performance of the indemnity provisions of this Lease. Landlord makes no representations that the limits or forms of coverage of insurance specified herein are adequate to cover Tenant's liability or obligations hereunder or otherwise. M. Any modification or waiver of any insurance requirement shall be made I only with the written approval of Landlord's Risk Manager or designee. 8. Surrender of Premises. On the expiration or sooner termination of this Lease, Tenant shall deliver to Landlord possession of the Premises in substantially the same condition that existed immediately prior to the date of execution hereof, reasonable wear and tear excepted. Tenant and Landlord acknowledge that Landlord gave to Tenant prior to execution of this Lease a copy of a video tape showing the condition of the Premises. Tenant shall deliver the Premises to Landlord in the same or better condition that is shown in the video, normal wear and tear excepted. Landlord shall take and have ownership of all improvements, at no cost to it, at the termination or expiration of this Lease. Tenant shall remove its equipment, supplies and other items so as to leave the Premises in a condition which does not damage the Premises and the improvements thereto in any way, including but not limited to holes in walls, ceilings and floors, which does not expose asbestos or other hazardous material, and which does not cause asbestos to become friable and dispersed into the air. 9. Assignment. A. Except as described and approved herein, Tenant shall not assign or transfer this Lease or any interest herein or any right hereunder, nor delegate any duties hereunder. Tenant shall not grant any franchise, easement, right of way in, on, over, under or across the Premises. Any attempted assignment, transfer, delegation, or grant shall be void and any assignee, transferee, delegate, or grantee shall acquire no right or interest by reason of such attempted assignment, transfer, delegation, or grant. Subsequent to execution of this Lease Tenant may, however, sublease portions of the 12 00 4NS �Sa�a W4 P, U 00� a U fn �F 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Premises with the prior written approval of the City Manager or designee provided that the subleases incorporate by reference the general terms of this Lease, that is, those terms which only Tenant is capable to perform. B. Tenant hereby accepts assignment from Landlord of the subleases listed in Exhibit "F' attached hereto and incorporated herein by this reference. Tenant agrees to and shall execute all documents necessary to accept such assignment. Upon execution of such documents by Tenant, Landlord will transfer to Tenant all security deposits that Landlord has in its possession. Further, Tenant shall terminate all subleases prior to expiration or sooner termination of this Lease if so requested by Landlord and, if Tenant fails to do so, then Tenant shall defend, indemnify and hold Landlord harmless from and against all claims, demands, damages, loss, liability, causes of action, costs and expenses relating to Tenant's failure to do so, including but not limited to relocation costs. 10. Default. The occurrence of any one or more of the following acts shall I constitute a default by Tenant: (a) Failure to obtain the licenses necessary to operate the Premises as an acute care facility on or before July 1, 2001; (b) Failure to operate an acute care facility on the Premises; (c) Failure to achieve a positive cash flow by the end of thirty-six (36) months following the Commencement Date and for each fiscal year of Tenant thereafter; II notice; (d) Failure to pay rent when due if the failure continues after three (3) days' (e) Abandonment of the Premises, in whole or in part, provided that failure to occupy or operate all or any part of the Premises for ten (10) consecutive days shall be deemed an abandonment as to all or as to that part so abandoned, except for temporary closures for specified dates with the prior approval of Landlord. Temporary closures shall not relieve Tenant of Tenant's duty to maintain the Premises at all times in accordance with the terms of this Lease; (f) Any attempted assignment, transfer, or sublease except as approved by 13 it 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Landlord pursuant to this Lease; (g) Failure to maintain the insurance required herein or to cause Tenant's contractors and subcontractors to maintain such insurance, subject to the thirty -day cure period described in Sub -section "o" of this Section 10; (h) Failure to maintain or pay for all necessary licenses or permits required by the City of Long Beach in its municipal or regulatory capacity or required by any agency or accreditation body having jurisdiction over the Premises and Tenant's operations thereon or required by any federal, state or county regulatory agency including by way of example but not limited to AQMD; (i) Failure to pay when due all fees and charges for any municipal service or commodity provided by the City of Long Beach in its municipal capacity, including but not limited to water, sewer, gas, electricity, refuse collection, or recycling, subject to the thirty -day cure period described in Sub -section "o" of this Section 10; 0) Failure to report or pay when due to the City of Long Beach in its municipal or regulatory capacity all applicable sales taxes, transient occupancy taxes, utility users taxes, or other excise taxes, if applicable; (k) To the extent permitted by the United States Bankruptcy Code, insolvency of Tenant, which shall be deemed to include an assignment by Tenant for the benefit of creditors; the filing by Tenant of a voluntary petition in bankruptcy; an adjudication that Tenant is bankrupt; the appointment of a receiver of the properties of Tenant if the receiver is not discharged within fifteen (15) days; the filing of an involuntary petition of bankruptcy and failure of Tenant to secure a dismissal of the petition within thirty (30) days after filing; attachment of or the levying of execution on the leasehold interest and failure of Tenant to secure discharge of the attachment or release of the levy of execution within fifteen (15) days. In the event of any of the foregoing, no notice that an event of default has occurred shall be required from Landlord; (1) Failure to provide any required audited financial report or any other report, 11 subject to the thirty -day cure period described in Sub -section "o" in this Section 10; 14 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 (m) Failure to comply with any applicable law, rule, ordinance, or regulation; (n) Use of funds identified in Tenant's business plan for any purpose other than operation of the acute care facility; (o) Any failure to perform any otherterm, covenant, or condition of this Lease not specifically identified in this Section or in elsewhere in this Lease, if said failure is not cured within thirty (30) days after Landlord gives notice to Tenant of said failure. If the default cannot reasonably be cured in thirty (30) days, then Tenant shall not be in default if Tenant begins to cure within said period and diligently proceeds to cure to completion; (p) Any occurrence described in Section 4(E) above. 11. Remedies. Upon the occurrence of any default, in addition to any other rights or remedies of Landlord hereunder, by law or in equity, Landlord shall have the following rights and remedies: (a) Landlord may terminate this Lease by giving to Tenant notice of termination, and Tenant shall immediately surrender possession of the Premises as described elsewhere herein, leaving them in good repair and condition subject to reasonable wear and tear. Termination hereunder shall not relieve Tenant from the payment of any sum due to Landlord or from any claim that Landlord may have for damages or indemnity. Landlord shall be entitled to recover from Tenant all damages incurred by Landlord including but not limited to the cost of recovering possession, expenses related to repairs, and reasonable attorney's fees; (b) Landlord may continue the Lease in full force and effect and enforce all of its rights and remedies hereunder; (c) Landlord may convert this Lease to a year-to-year tenancy or a month-to-month tenancy by notice to Tenant; (d) Landlord may require that Tenant provide evidence that Tenant can meet its current financial obligations, liabilities and expenses; (e) Landlord, at its option, may re -let the whole or any part of the Premises from time to time, either in the name of Landlord or otherwise, to such tenants, 15 1 2 3 4 5 6 7 8 9 10 11 12' 13 14I 15 16 17 18 19 20 21 22 23 24 25 26 27 28 for such terms ending before, on or after the expiration of the term of this Lease, at such rent and on such conditions as Landlord, in its sole discretion, may determine to be appropriate. To the extent allowed by law, Landlord shall not be liable for refusal to re -let or, in the event of re -letting, for failure to collect rent, and no such failure shall operate to relieve Tenant of any liability under this Lease; (f) Whether or not Landlord retakes possession or re -lets the Premises, Landlord shall have the right to recover unpaid rent, unpaid additional rent, and all other damages caused by Tenant's default. Damages shall include but not be limited to all unpaid rent, all unpaid additional rent, all legal expenses and related costs incurred by Landlord as a result of Tenant's default, all costs incurred by Landlord in restoring the Premises to good order and condition, and the value of Landlord's staff time expended as a result of the default. (g) To the extent permitted by law, Landlord may sue periodically for damages as they accrue without barring a later action for further damages. Nothing in this Lease shall be deemed to require that Landlord wait until the date on which the Lease term expires to bring or maintain any suit or action relating to this Lease. (h) These remedies are not exclusive but cumulative to other remedies provided by law in the event of Tenant's default and the exercise by Landlord of one or more rights and remedies shall not preclude Landlord's exercise of additional or different remedies for the same or any other default by Tenant; 12. Notices. All notices required hereunder shall be in writing and personally delivered or deposited in the U.S. Postal Service, first class, postage prepaid, as follows: to Tenant: Community Hospital of Long Beach 1720 Termino Avenue Long Beach, CA 90804 Attn: President to Landlord: City of Long Beach 333 West Ocean Boulevard Long Beach, CA 90802 Attn: City Manager with a copy to the City Attorney at the address shown for Landlord. Change of address 16 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 shall be given in the same manner as stated for other notices. Notice shall be deemed given on the date deposited in the mail or on the date personal delivery is made, whichever first occurs. 13. Indemnification. A. Tenant shall defend, indemnify, and hold harmless Landlord, its officials, employees and agents (collectively in this Section 13 "Landlord") from and against any and all causes of actions, damage, proceedings, claims, demands, loss, liens, costs and expenses alleging injury to or death of persons, or damage to property, including property owned by City, or any other claim of damage brought, made, filed against, imposed on or sustained by the indemnified parties, or any of them, and arising from or attributable to or caused, directly or indirectly (collectively or individually, a "claim"): (i) by the use of the Premises or any equipment or materials located thereon, or from operations conducted thereon by Tenant, its employees, invitees, agents, or by any person or persons acting on behalf of Tenant and with Tenant's knowledge and consent, express or implied; (ii) by reason of or arising out of the condition or state of repair or maintenance of the Premises; (iii) by the construction, improvement or repair of the improvements and facilities on the Premises by Tenant, its officers, employees, contractors, agents or invitees, or by any person or persons acting on behalf of Tenant and with Tenant's knowledge and consent, express or implied; or (iv) by reason of injury to or death of employees of Tenant or others as a result of Tenant's failure or refusal to comply with the provisions of Section.6300 et seq. of the California Labor Code or any federal, state or local regulations or laws pertaining to the safety of the Premises or of equipment located upon the Premises; and (v) regardless of whether any act or omission of Landlord contributed thereto, but excluding any claim caused by the sole negligence of Landlord. 17 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 B. With respect to any claim, Landlord shall notify Tenant thereof, shall tender to Tenant the defense thereof, and shall assist Tenant as may reasonably be requested in the defense thereof. Tenant shall defend such claim, shall conduct or have conducted the necessary investigations related thereto, and Tenant shall indemnify Landlord, unless and until Tenant proves that the indemnity does not apply. Payment of a claim by Landlord or entry of judgment shall not be a condition precedent to recovery under this indemnity. 14. Landlord's Right to Re-enter on Termination or Exl2iration. Tenant shall peaceably deliver possession of the Premises to Landlord on the date of expiration or sooner termination of this Lease. On giving notice of termination to Tenant, Landlord shall have the right to re-enter and take possession of the Premises on the date such termination becomes effective without further notice of any kind and without instituting summary or regular legal proceedings. Termination of the Lease and re-entry of the Premises by Landlord shall in no way alter or diminish any obligation of Tenant under the Lease. Tenant waives any and all right of redemption under any existing or future law or statute in the event of eviction from or dispossession of the Premises for any reason or in the event Landlord re-enters and takes possession of the Premises in a lawful manner. Tenant agrees that if the manner or method used by Landlord in re-entering or taking possession of the Premises give to Tenant a cause of action for damages or in forcible entry and detainer, then the total amount of damages to which Tenant shall be entitled in any such action shall be One Dollar. This Section may be filed in any such action and, when filed, it shall be a stipulation of Tenant fixing the total damages to which Tenant is entitled in such action. 15. Holding Over. If Tenant holds over and remains in possession of the Premises after the expiration of the Lease, such holding over shall be construed as a tenancy from month to month at a monthly rent of One Thousand Dollars ($1,000.00), but otherwise on the same terms, covenants and conditions stated in this Lease. 16. Nondiscrimination. Subject to applicable laws, rules and regulations, M. 1 2 3 4 5 6 7 8 9 10 11 12' 13 14 15 16 17 18 19' 20 21 22 23 24 25 26 27 28 Tenant shall not discriminate against any person or group on account of face, color, creed, religion, sex, sexual orientation, AIDS, AIDS relation condition, HIV status, age, disability or handicap, Vietnam Era veteran status, marital status, ancestry, or national origin in the use, operation or maintenance of the Premises or in the employment of any individual. 17. Utilities. Landlord shall not provide any utilities in its capacity as landlord and shall not pay for the installation or use of any utilities serving the Premises. Tenant shall pay for the installation and use of all utilities, of whatsoever kind, to or for the benefit of the Premises, including but not limited to electricity, water, sewer, gas, refuse, recycling, and telephone. 18. Waiver by Tenant. Landlord shall not be liable for and Tenant hereby waives, to the extent permitted by law, all claims against Landlord, its officials, employees and agents for loss, theft, and damage to equipment, furnishings, furniture, trade and other fixtures, records, and all personal property of Tenant, its employees, invitees, subtenants, and all other persons in or about the Premises, or for loss or damage to Tenant's business, or for loss of income from Tenant's business or use of the Premises, or for injury to or death of persons on or about the Premises from any cause except to the extent caused by Landlord's negligence or willful misconduct. Tenant acknowledges that it is familiar with California Civil Code Section 1542 which states: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor." And, Tenant hereby releases Landlord from any unknown claims and waives its rights under said Section 1542. 19. Brokers. By signing this Lease, each party represents that it has had no I contacts or dealings regarding the execution of this Lease through a broker or agent or any other person who can claim a right to a commission or fee. 20. Force Majeure. Except as to the payment of rent, in any case where either party is required to do any act, the inability of that party to perform or delay in performance of that act caused by or resulting from fire, flood, earthquake, explosion, acts 19 1.04 d os ws °� tWOU ai° 45��� 04 d s 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 of God, war, strikes, lockouts, or any other cause beyond the reasonable control of that party and not due to that party's fault or neglect shall be excused and shall not be a default hereunder. Financial inability to perform shall not be considered cause beyond the reasonable control of the party. 21. Signs. Tenant shall not place, affix, maintain or permit any sign, advertisement, name, insignia, logo, descriptive material, or similar item (collectively, "sign") on the Premises without the prior written approval of Landlord's City Manager or designee. Any approved sign shall be maintained by Tenant, at its sole cost, in good condition. Any sign not approved by Landlord may be removed by Landlord at Tenant's cost. The cost of removal shall be additional rent. 22. Americans with Disabilities Act. Except as to tenant improvements made by Landlord, Tenant shall have and be allocated the sole responsibility to comply with the Americans with Disabilities Act of 1990 ('ADA"), as and when amended, with respect to the Premises and Tenant's use of and operation on the Premises. Tenant shall defend, indemnify and hold Landlord harmless from and against all claims of any failure to comply or violation of ADA except those attributable to tenant improvements made by Landlord. 23. Condemnation. A. If the whole of the Premises or improvements on the Premises is taken by right of eminent domain or otherwise for any public or quasi -public use, then when possession is taken thereunder by the condemnor or when Tenant is deprived of practical use of the Premises or improvements, whichever date is earlier, this Lease shall terminate. If there is a partial taking so that the remaining portion of the Premises or improvements cannot be restored to an economically feasible operation or a comparable kind to that which existed prior to the taking, then this Lease shall, at Tenant's option, terminate as of the date when possession was taken by condemnor or when Tenant was deprived of practical use of the Premises, whichever date is earlier. B. If there is a taking by right of eminent domain, the rights and obligations of the parties with reference to the award and the distribution thereof shall be determined in accordance with this Section. The award shall belong to and be paid by Landlord, 20 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 except that Tenant shall receive from award a sum attributable to the value of Tenant's leasehold estate including improvements made by Tenant and loss of business income. Said sum relating to the value of Tenant's improvements shall not exceed the actual cost of improvements constructed by Tenant. 24. No Waiver of Landlord's Rights. The failure or delay of the Landlord to re-enter the Premises, to insist on strict enforcement of any term, covenant or condition herein, to exercise any right, power, privilege, or option arising from any default shall not impair any such right, power, privilege or option or be construed or operate as or be deemed a waiver of any term, covenant or condition of this Lease, of any default, or of any right or remedy (including indemnity) that the Landlord may have and shall not be deemed a waiver of any subsequent or other default of any term, covenant or condition hereof. Landlord's approval to any act by Tenant requiring Landlord's approval shall not be deemed to waive Landlord's approval of any subsequent act of Tenant where approval is required. The receipt and acceptance by Landlord of rent, delinquent or timely, shall not constitute a waiver of any default. Any waiver of any default by Landlord shall be in writing. Failure on the part of Landlord to require exact and complete compliance hereof shall not be construed or deemed in any manner as changing this Lease, nor shall the conduct of the parties be deemed to change this Lease. No right, power, privilege, option, or remedy of Landlord shall be construed as being exhausted by the exercise thereof in one or more instances. 25. Right of Entry. Landlord shall have the right to enter the Premises at all reasonable times and without interruption of Tenant's business operations to inspect the Premises or any portion thereof, to determine whether or not Tenant is complying with the terms, covenants and conditions of this Lease, to serve, post, or keep posted any notices or other signs, or for any other purpose deemed reasonable or necessary by Landlord. Landlord shall also have the right to enter at any time in the case of emergencies. Landlord shall be permitted to enter as described herein without any liability to Tenant for 21 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 any temporary loss of quiet enjoyment, inconvenience, loss of business, or other damage arising from Landlord's entry. Tenant shall not be entitled to an abatement or reduction in rent if Landlord exercises its right of entry hereunder. In addition, while the licenses of Catholic Healthcare West Southern California CCHW') are in suspense with respect to the operation of health facilities on the Premises, CHW shall have access to the Premises at reasonable times pursuant to written permission from Landlord for such access only for purposes related to the licenses and without interruption of Tenant's business operations. 26. Maintenance. Landlord shall have no responsibility for the repair or maintenance of the Premises or any part thereof (including but not limited to seismic upgrades or work required by any legislation relating to earthquake retrofitting) after Landlord has made various tenant improvements between the first Anniversary Date and the Commencement Date. Tenant shall at Tenant's sole cost maintain the Premises, including all improvements and equipment in good repair, in a clean, orderly and safe operating condition and in compliance with applicable laws, rules, regulations, permit and licenses, including but not limited to the Alquist Act. "Maintenance" shall include repair and replacement and shall be done promptly upon the discovery of the need to repair or replace. Maintenance and repair shall be equal to or better in value, quality and use than what existed prior to the need for maintenance and repair. In addition, Tenant shall complete the preventive maintenance, repairs, and replacement of equipment and systems identified on Exhibit"G" attached hereto and incorporated herein by this reference. Within one (1) month prior to each Anniversary Date commencing with the second Anniversary Date, Tenant shall prepare and submit to Landlord an annual preventive maintenance plan for the following lease year which plan shall be in accordance with the recommendations of manufacturers of the various equipment and systems and as required by federal, state and accreditation agencies. Beginning on January 31, 2002 and continuing on each January 31 thereafter, Tenant shall submit to Landlord a report on Tenant's activities in achieving the annual preventive maintenance plan. 22 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19' 20 21 22 23 24 25 26 27 28 Tenant shall make such repairs and take such preventive maintenance actions as shall maximize the useful lives of the improvements and equipment. Landlord may conduct an annual maintenance audit to evaluate maintenance, preventive maintenance and Capital Projects and to determine compliance with the terms of this Lease relating thereto. 27. Capital Projects. Within one (1) month prior to each Anniversary Date commencing with the second Anniversary Date, Tenant shall submit to Landlord a proposed schedule (each, a "Work Schedule") of Capital Projects to be performed during the following lease year and, within one (1) month following each Anniversary Date, a report on Capital Projects and Work performed during the immediately preceding lease year. The Work Schedule shall identify each Capital Project and include the anticipated cost of each Capital Project and such other detail as Landlord may require. The report shall include the labor hours expended, the cost of the Work, and such other detail as Landlord may require. For purposes of this Lease, a "Capital Project' shall mean a specific undertaking that involves the procurement, construction, or installation of facilities and equipment which improves, preserves, enhances, or modernizes the Premises, has a useful life of at least five (5) years, and that costs in excess of $10,000. Costs of Capital Projects ("Capital Costs") shall mean direct labor and material costs. Capital Costs shall not include any amounts reimbursed or paid with the proceeds of insurance. 28. Construction of Work. A. Tenant shall undertake no Capital Projects or any other construction, alteration, or changes ("Work") on or to the Premises without the prior written approval of Landlord's City Manager or designee. Landlord acknowledges that Tenant's use of the Premises is under the jurisdiction of the Office of Statewide Health Planning and Development with respect to approval of design and construction on the Premises. However, prior to any construction Tenant shall obtain and deliver to Landlord a performance bond in the amount of one hundred percent (100%) of the estimated cost of work and a labor and material bond in the amount of one hundred percent (100%) of the 23 1 2 3 4 5 6 7 8 9 10 11' 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 estimated cost of Work, conditioned on payment of all claimants for labor and materials used in the Work, which bonds are executed by Tenant or Tenant's contractor, as Principal, and by a surety authorized to do business in California as Surety. Said bonds shall name Landlord as joint obligee with Tenant. Nothing contained herein shall be deemed to release Tenant from a duty to keep the Premises free of liens. The performance bond shall remain in effect until completion of the Work; the labor and material bond shall remain in effect until the expiration of the time for filing mechanic's or materialman's liens or stop notices or until the Premises are free from the effect of such liens or stop notices, if same have been filed. B. Tenant shall insert the following statement into all contracts entered by Tenant relating to the Premises, its use and its operation, relating to maintenance, Work, or any Capital Project on the Premises: "This contract shall in no way bind the City of Long Beach, its officials or employees, nor obligate them for any costs or expenses whatsoever under this contract." C. Tenant shall give notice to Landlord twenty (20) days prior to I commencement of Work or a Capital Project on the Premises to enable Landlord to post and record Notice(s) of Nonresponsibility. D. Tenant shall keep the Premises free of any mechanic's or materialman's liens for any work done, labor performed or material furnished by or for Tenant. Tenant shall defend, indemnify and hold Landlord, its officials and employees harmless from and against all claims, demands, liens, damage, causes of action, loss, liability, costs, and expenses (including court costs and reasonable attorney'sfees) of whatsoever kind for any such work done, labor performed, or materials furnished on the Premises or to Tenant for construction on the Premises. If a mechanic's or materialman's lien is imposed on the Premises as a result 11 of maintenance, Work or a Capital Project on the Premises, Tenant shall: (i) record a valid release of lien; (ii) deposit with Landlord cash in an amount equal to 125% of the amount 24 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 of the lien and authorize payment to the extent of said deposit to any subsequent judgment holder that may arise as a matter of public record from litigation with regard to lienholder's claim; or (iii) procure and record a lien release bond in accordance with California Civil Code Section 3143 issued by a surety authorized to do business in California. E. Tenant shall not begin Work or a Capital Project until Tenant obtains and delivers to Landlord copies of all necessary governmental permits, environmental or regulatory agency written consents, licenses. All Work and Capital Projects shall be performed in a good and workmanlike manner, in conformance with all code, statutory and permit requirements. F. On completion of Work or a Capital Project on the Premises, Tenant shall file a Notice of Completion in the Official Records of the Los Angeles County Recorder. G. All improvements to the main building on the Premises, which main building is a registered historic landmark, shall be subject to Chapter 16.52 of the Long Beach Municipal Code pertaining to historic landmarks. 29. Failure to Repair. If Tenant fails to perform maintenance or repair within thirty (30) days after receipt of notice from Landlord to do so, Landlord may, but shall not be obligated to, make such repairs or perform such maintenance and repairs. Tenant shall reimburse Landlord for the cost thereof within thirty (30) days after receipt of Landlord's invoice therefor as additional rent. Landlord's cost shall include, but not be limited to, the cost of maintenance or repair or replacement of property neglected, damaged or destroyed, including direct and allocated cost of maintenance or repair or replacement of property neglected, damaged or destroyed, including direct and allocated costs for labor, materials, supervision, supplies, tools, taxes, transportation, administrative and general expense and other indirect or overhead expenses. In the event Tenant shall commence and diligently make such repairs or performing required maintenance and from making demand for such payment until the work has been completed by Tenant, and then only for such portion thereof as shall have been made or performed by Landlord. The making of any repair or the performance or maintenance by Landlord, which repair or maintenance 25 11 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19'. 20 21 22 23 24 25 26 27 28 is the responsibility of Tenant, shall in no event be construed as a waiver of Tenant's duty or obligation to make future repairs or perform required maintenance as provided in this Lease. 30. Restoration. Tenant shall promptly give notice to Landlord of damage or destruction to the Premises and the date of same. Tenant shall promptly make proof of loss and proceed to collect all valid claims that Tenant may have against insurers or others based on such damage or destruction. All amounts recovered as a result of said claims shall be used first for the restoration of the Premises, which Tenant shall promptly begin and diligently pursue so that the Premises are restored to substantially the same conditions as they were in immediately before such damage or destruction. If existing laws do not permit restoration, then Tenant may terminate this Lease by notice to Landlord. Restoration shall proceed in accordance with Section 29 of this Lease. 31. Fire System Maintenance. All fire protection sprinkler systems, standpipe systems, fire alarm systems, portable fire extinguishers and other fire -protective or extinguishing systems or appliances which may be installed on the Premises shall be maintained by Tenant, at its cost, in an operative condition at all times and in compliance with all applicable laws, codes and regulations applicable thereto. 32. Removal of Tenant's and Other's Property. Except as to property owned by Landlord or property in which Landlord may have an interest, upon termination of this Lease (whether by lapse of time or otherwise) Tenant shall cause all other property upon the Premises, whether or not such property be owned by Tenant or by third parties, including but not limited to Long Beach Community Hospital Foundation, to be removed from the Premises prior to the end of the Lease term or any extension term and shall cause to be repaired any damage occasioned by such removal as described elsewhere herein provided, however, that if any of such property can not with due diligence be removed prior to expiration or sooner termination of this Lease, then Tenant's obligation hereunder shall be to remove it in the most expeditious manner and as rapidly as possible following the expiration or sooner termination of this Lease. If the property is not so removed from the 26 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 Premises, it shall be deemed abandoned and Section 33 of this Lease relating to abandoned property shall apply. 33. Abandoned Property. If Tenant abandons the Premises or is dispossessed by process of law or otherwise or if the property is not removed as required by Section 32 above, then title to such property left on the Premises forty-five (45) days after such abandonment or dispossession shaLll be deemed to have been transferred to Landlord. Landlord shall have the right to remove, store and dispose of said property without liability therefor to Tenant or to any person claiming under Tenant, and shall have no duty to account therefor. Tenant hereby designates Landlord's City Manager as Tenant's attorney in fact to execute and deliver such documents as may be reasonably required to dispose of such abandoned property and transfertitle thereto. Tenant shall pay the cost of removal, storage, sale or destruction as additional rent. Tenant hereby agrees to and shall defend, indemnify and hold Landlord, its officials and employees harmless from and against all claims, demands, damage, loss, liability, causes of action, costs and expenses arising from or attributable to Landlord's removal, storage and disposal of such property that is not owned by Tenant. 34. Waiver of Jury Trial. Landlord and Tenant hereby waive their respective rights to trial by jury of any contract or tort claim, counterclaim, cross-complaint, or any other cause of action in any action, proceeding, or hearing brought by either parry against the other on any matter in any way connected with this Lease, with the relationship of the parties, including but not limited to the enforcement of any law, rule, ordinance, or regulation. 35. Financial Information. A. Tenant shall furnish to Landlord during the term and any extension term: (i) Annual Audited Financial Statements. Not laterthan ninety (90) days after the end of each of Tenant's fiscal years, an audited financial statement prepared in accordance with generally accepted accounting principles, by an independent certified public accountant firm acceptable to Landlord, reflecting Tenant's year-end financial 27 1 2 3 4 5 6 7 8 9 18 19 20 21 22 23 24 25 26 27 28 condition, results of operations during the fiscal year, and changes in cash position from the prior year. The audited financial statement shall include a schedule of annual gross revenues in a form acceptable to City; (ii) Quarterly Financial Statements. Within the first twenty (20) calendar days of each of Tenant's fiscal quarters, a financial statement prepared in accordance with � generally accepted accounting principles. B. Confidentiality. The parties acknowledge that the information submitted by Tenant pursuant to this Section constitutes trade secrets of Tenant, and Landlord agrees to keep such information confidential to the extent permitted by law. C. Records. Tenant shall at all times during the term and any extension term keep and maintain books, ledgers, accounts and other records (at a location within the City of Long Beach) accurately reflecting Tenant's income and expenses in accordance with generally accepted accounting principles. Such records shall include all supporting materials, including without limitation contracts, bills, invoices, credit and adjustment memoranda, billing correspondence and billing records. Such records shall be kept for a minimum of three (3) years after the end of the fiscal year to which they pertain. D. Audit and Inspection. Landlord shall have the right to inspect and copy all books, ledgers, accounts and other records of Tenant relating to this Lease, upon reasonable notice to Tenant. Landlord shall have the further right to conduct or obtain an audit of Tenant's records. Such audit shall be at Landlord's expense, provided that Tenant shall bear its own expenses in making its records available. E. Quarterly Property Reports. Tenant shall also maintain and submit to Landlord quarterly reports listing all personal property and equipment owned by third parties and used on the Premises. 36. No Encumbrances. Tenant shall not encumber the Premises by any mortgage, deed of trust or other encumbrance of any kind. 37. Hazardous Materials. A. Tenant shall conduct all aspects of its operation and use of the Premises in strict accordance with all federal and state laws, rules W 10 11 12 g Ch 13 EA pN 14 a0 a b W hu' �e° Q 15 �F 16 U 17 18 19 20 21 22 23 24 25 26 27 28 condition, results of operations during the fiscal year, and changes in cash position from the prior year. The audited financial statement shall include a schedule of annual gross revenues in a form acceptable to City; (ii) Quarterly Financial Statements. Within the first twenty (20) calendar days of each of Tenant's fiscal quarters, a financial statement prepared in accordance with � generally accepted accounting principles. B. Confidentiality. The parties acknowledge that the information submitted by Tenant pursuant to this Section constitutes trade secrets of Tenant, and Landlord agrees to keep such information confidential to the extent permitted by law. C. Records. Tenant shall at all times during the term and any extension term keep and maintain books, ledgers, accounts and other records (at a location within the City of Long Beach) accurately reflecting Tenant's income and expenses in accordance with generally accepted accounting principles. Such records shall include all supporting materials, including without limitation contracts, bills, invoices, credit and adjustment memoranda, billing correspondence and billing records. Such records shall be kept for a minimum of three (3) years after the end of the fiscal year to which they pertain. D. Audit and Inspection. Landlord shall have the right to inspect and copy all books, ledgers, accounts and other records of Tenant relating to this Lease, upon reasonable notice to Tenant. Landlord shall have the further right to conduct or obtain an audit of Tenant's records. Such audit shall be at Landlord's expense, provided that Tenant shall bear its own expenses in making its records available. E. Quarterly Property Reports. Tenant shall also maintain and submit to Landlord quarterly reports listing all personal property and equipment owned by third parties and used on the Premises. 36. No Encumbrances. Tenant shall not encumber the Premises by any mortgage, deed of trust or other encumbrance of any kind. 37. Hazardous Materials. A. Tenant shall conduct all aspects of its operation and use of the Premises in strict accordance with all federal and state laws, rules W 1 2 3 4 5 6 7 8 9 10 11 18 19 20 21 22 23 24 25 26 27 28 I and regulations relating to any Regulated Substance as hereafter defined, and shall obtain and maintain in good standing all licenses and permits relating to Regulated Substances. B. Tenant shall use, store, transport and dispose of Regulated Substances in strict accordance with all federal and state laws, rules and regulations relating thereto. Tenant shall obtain and maintain in good standing all licenses and permits related to the use, storage, transportation, and disposal of Regulated Substances, and shall assure that Tenant's employees, agents, and contractors comply with the terms of this Lease relating to Regulated Substances. C. Tenant shall comply with all applicable requirements of the Clean Water Act (33 U.S.C. 1251 et seq.), including either obtaining its own industrial permit or complying with the applicable provisions of Landlord's NPDES permit (No. CAS004003, as amended or renewed from time to time). D. As used in this Lease, "Regulated Substance" means any substance, material, or item the use, storage, or disposal of which is regulated under federal or state law, rule or regulation and includes but is not limited to: (1) Any "biohazardous waste" as defined in California Health and Safety Code Section 117635; (2) Any "hazardous substance" as defined in California Health and Safety Code Section 108125 or the Comprehensive Environmental response, Compensation, and Liability Act of 1980 ("CERCLN)(42 U.S. C. Sections 9601 et seq.); (3) Any "medical waste" as defined in California Health and Safety Code Section 117690; (4) Any "pharmaceutical" as defined in California Health and Safety II Code Section 117747; II Section 117755; I Section 40191; (5) Any "sharps waste" as defined in California Health and Safety Code (6) Any "solid waste" as defined in California Public Resources Code 29 12 u � Qa�g 13 � � 14 W m Op 15 16 UM QF 17 18 19 20 21 22 23 24 25 26 27 28 I and regulations relating to any Regulated Substance as hereafter defined, and shall obtain and maintain in good standing all licenses and permits relating to Regulated Substances. B. Tenant shall use, store, transport and dispose of Regulated Substances in strict accordance with all federal and state laws, rules and regulations relating thereto. Tenant shall obtain and maintain in good standing all licenses and permits related to the use, storage, transportation, and disposal of Regulated Substances, and shall assure that Tenant's employees, agents, and contractors comply with the terms of this Lease relating to Regulated Substances. C. Tenant shall comply with all applicable requirements of the Clean Water Act (33 U.S.C. 1251 et seq.), including either obtaining its own industrial permit or complying with the applicable provisions of Landlord's NPDES permit (No. CAS004003, as amended or renewed from time to time). D. As used in this Lease, "Regulated Substance" means any substance, material, or item the use, storage, or disposal of which is regulated under federal or state law, rule or regulation and includes but is not limited to: (1) Any "biohazardous waste" as defined in California Health and Safety Code Section 117635; (2) Any "hazardous substance" as defined in California Health and Safety Code Section 108125 or the Comprehensive Environmental response, Compensation, and Liability Act of 1980 ("CERCLN)(42 U.S. C. Sections 9601 et seq.); (3) Any "medical waste" as defined in California Health and Safety Code Section 117690; (4) Any "pharmaceutical" as defined in California Health and Safety II Code Section 117747; II Section 117755; I Section 40191; (5) Any "sharps waste" as defined in California Health and Safety Code (6) Any "solid waste" as defined in California Public Resources Code 29 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 (7) Any substance regulated under the Radiation Control Law in California Health and Safety Code Section 114960 et seq.; (8) Any substance regulated under the Atomic Energy Act of 1954, as amended (42 U.S.C.A. Section 2011 et seq.); and (9) Any substance the active ingredient ofwhich is regulated underthe Federal Insecticide, Fungicide and Rodenticide Act ("FIFRA")(7 U.S.C. Sections 136 et seq.). E. Tenant shall, at Tenant sole expense and with counsel reasonably acceptable to Landlord, defend, indemnify and hold harmless Landlord, its officers, employees and agents with respect to all claims, demands, damage (including but not limited to consequential and punitive damages), loss, liability, causes of action (including but not limited to remedial or enforcement actions), proceedings (including but not limited to administrative proceedings), costs and expenses (including attorney's and consultant's and experts fees and court costs) . arising from or related to the presence, release or investigation of a Regulated Substance or arising from or related to any alleged violation of any environmental law, rule, or regulation by Tenant, Tenant's employees, contractors, agents, or invitees. This indemnification shall include but not be limited to losses attributable to diminution in the value of the Premises. This indemnification shall survive the termination or expiration of this Lease. 38. Miscellaneous. A. Each party shall bear its own costs and expenses in connection with this Lease and enforcement thereof, including but not limited to attorney's fees and court costs. B. This Lease shall be binding on and inure to the benefit of the parties and their successors, heirs, personal representatives, and subtenants, and all of the parties shall be jointly and severally liable hereunder. C. This Lease constitutes the entire understanding between the parties and supersedes all prior negotiations, agreements and understandings, oral or written, with respect to the subject matter hereof. 30 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 D. This Lease may not be amended except in a writing duly executed by both parties and authorized by Landlord's City Council (including an extension of term). E. This Lease shall be governed by and construed under the laws of the � state of California, and no choice of laws or principles thereof shall apply. F. The captions and numbers herein and the grouping of the provisions of this Lease into separate sections and paragraphs are for the purpose of convenience only and shall not be considered a part hereof, and shall have no effect on the interpretation of this Lease. G. If any term, covenant, or condition of this Lease is found to be invalid, ineffective, void, or unenforceable for any reason by a court of competent jurisdiction, the remaining terms, covenants and conditions shall remain in full force and effect. H. Time is of the essence in this Lease and all of its provisions. No notice to Tenant shall be required to restore "time is of the essence" after waiver by Landlord of any default. I. This Lease shall not be recorded. J. The relationship of the parties hereto is that of landlord and tenant, and the parties agree that nothing contained in this Lease shall be deemed or construed as creating apartnership, joint venture, principal -agent relationship, association, oremployer- employee relationship between them or between Landlord or any third person or entity. K. This Lease is created as a joint effort between the parties and fully negotiated as to its terms covenants and conditions. This Lease shall not be construed against either party as the drafter. I condition. L. Each provision of this Lease shall be deemed both a covenant and a M. This Lease is created for the benefit of the parties only and is not intended to benefit any third person or entity. N. If Tenant is a corporation, each person signing this Lease on behalf of that corporation represents and warrants that he/she is authorized to sign this Lease on 31 1 2 3 4' 5 6 7 8 9 10 11 12 O o� upN 13 0 14 o� t uoU 0 15 aa3ua v MF 16 0 17 18 19 20 21 22 23 24 25 26 27 28 behalf of the corporation and to bind the corporation. O. Tenant shall allow a City representative to be on Tenant's Board of Directors as an "ex officio" non-voting member. IN WITNESS WHEREOF, the parties have caused this document to be duly executed with all formalities required by law as of the date first stated above. COMMUNITY HOSPITAL OF LONG BEACH, a California non-profit public benefit corporation 2001 By G�7 President , 2001 By u Secretary "Tenant" CITY OF LONG BEACH, a municipal corporation 2001 B ig AUT City Manager "Landlord" EXECUTED PURSUANT TO SECTION 301 OF THE CITY CHARTER. This Lease is approved as to form on o2 , 2001. ROBERT E. SHANNON, City Attorney By AA,4nl� Deputy DFG2-14-01;Rev.2-21-01(HospitalLease) 32 CALIFORNIA ALL-PURPOSE ACKNOWLEDGMENT State of California County of Leo NGi ;tLS ss. Cin— 7--ZZ-01 Date personally appeared PAMELA E. DINGWELL c: COMM. #12698Wm N Notary Public-Calif-mla I(n W , LOS ANGELES COUNTY My Corfm. Exp. August $ 2004 (personally known to me ❑ proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. WISS my hand a d nfficial seal. 9�fw P t, Place Notary Seal Above Signature of 746tgFy Public OPTIONAL Though the information below is not required by law, it may prove valuable to persons relying on the document and could prevent fraudulent removal and reattachment of this form to another document. Description of Attached Document Title or Type of Document: Document Date: Number of Pages: Signer(s) Other Than Named Above: Capacity(ies) Claimed by Signer Signer's Name: ❑ Individual 111111111111L I Top of thumb here ❑ Corporate Officer — Title(s): ❑ Partner — ❑ Limited ❑ General ❑ Attorney in Fact ❑ Trustee ❑ Guardian or Conservator ❑ Other: Signer Is Representing: O 1999 National Notary Association • 9350 De Soto Ave., P.O. Box 2402 • Chatsworth. CA 91313-2402 • www.nationalnotary.org Prod No. 5907 Reorder. Call Toll -Free 1-800-876-6827 COMMUNITY HOSPITAL LEASE AREA LEGAL DESCRIPTION PARCEL 1: ALL THAT PORTION OF LOT 39, ALAMITOS TRACT, IN THE CITY OF LONG BEACH, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 36 PAGE 37 ET. SEQ. OF MISCELLANEOUS RECORDS IN THE OFFICE OF THE COUNTY RECORDER OF THE COUNTY OF LOS ANGELES, LYING WESTERLY OF THE WESTERLY LINE OF THE FORMER 80 -FOOT RIGHT- OF-WAY QUITCLAIMED TO ALAMITOS LAND COMPANY AND RECORDED IN BOOK 7292 PAGE 112 OF DEEDS IN THE OFFICE OF THE COUNTY RECORDER, AND SOUTHWESTERLY OF THE SOUTHWESTERLY LINE OF THAT CERTAIN RIGHT-OF-WAY, 80 FEET WIDE, COMMONLY KNOWN AS THE OUTER TRAFFIC CIRCLE, AS DEDICATED BY ORDINANCE NO. C1913 ADOPTED MAY 13, 1941 BY THE CITY COUNCIL OF THE CITY OF LONG BEACH, AND SOUTHERLY OF THE SOUTHERLY LINE OF PACIFIC COAST HIGHWAY, 100 FEET WIDE, AS ESTABLISHED BY ORDINANCE NO. C-1323 ADOPTED NOVEMBER 30, 1934 BY SAID CITY COUNCIL: EXCEPT THEREFROM ALL OIL, GAS, HYDROCARBONS AND MINERALS OF EVERY KIND AND CHARACTER LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE OF SAID LAND, TOGETHER WITH THE RIGHT TO DRILL INTO, THROUGH AND TO USE AND OCCUPY PARTS OF SAID LAND LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE THEREOF FOR ANY AND ALL PURPOSES INCIDENTAL TO THE EXPLORATION FOR AND PRODUCTION OF OIL, GAS, HYDROCARBON SUBSTANCE OR MINERALS FROM SAID OR OTHER LANDS, BUT WITHOUT, HOWEVER, ANY RIGHT TO USE EITHER THE SURFACE OF SAID LAND, OR ANY PORTION OF SAID LAND WITHIN FIVE HUNDRED (500) FEET OF THE SURFACE FOR ANY PURPOSE OR PURPOSES WHATSOEVER, AS RESERVED BY THE CITY OF LONG BEACH IN DEED RECORDED MAY 6, 1983 AS INSTRUMENT NO. 83-511177 OF OFFICIAL RECORDS. PARCEL 2: LOT 9 OF EASTERN HEIGHTS TRACT, IN THE CITY OF LONG BEACH, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 12 PAGE 27 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. EXCEPT THEREFROM ALL OIL, GAS, ASPHALTUM AND OTHER HYDROCARBONS AND OTHER MINERALS WHETHER SIMILAR TO THOSE HEREIN SPECIFIED OR EXHIBIT A PAGE 1 OF 4 NOT, WITHIN OR UNDERLYING OR THAT MAY BE PRODUCED FROM SAID LAND, AND ALSO EXCEPTING AND RESERVING THE SOLE AND EXCLUSIVE RIGHT TO DRILL SLANTED WELLS FROM ADJACENT LANDS IN, TO AND THROUGH THE SUBSURFACE OF SAID LAND FOR THE PURPOSE OF RECOVERING SAID RESERVED PRODUCTS FROM SAID LAND AND FROM OTHER PROPERTIES, PROVIDED, HOWEVER, THAT THE SURFACE OF A SAID LAND AND THAT PORTION OF SAID LAND WITHIN -500 FEET OF -THE SURFACE SHALL NEVER BE USED FOR THE EXPLORATION, DEVELOPMENT, EXTRACTION OR REMOVAL OF SAID RESERVED PRODUCTS, AS EXCEPTED AND RESERVED BY LONG BEACH, UNIFIED SCHOOL DISTRICT OF LOS ANGELES IN DEED RECORDED JANUARY 2, 1957 AS INSTRUMENT NO. 94 OF OFFICIAL RECORDS. PARCEL 3: A PARCEL OF LAND IN THE CITY OF LONG BEACH, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, BEING THAT PORTION OF THAT CERTAIN UNNAMED 10 FOOT WIDE STRIP OF LAND SHOWN ON THE MAP OF EASTERN EIGHTS TRACT, RECORDED IN BOOK 12 PACE 27 OF. MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, ADJOINING LOTS 1 TO 16 OF SAID TRACT ON THE NORTH AND LYING BETWEEN THE NORTHERLY PROLONGATION OF THE EASTERLY AND WESTERLY LINES OF LOT 9 OF SAID TRACT. EXCEPT THEREFROM ALL OIL, GAS, HYDROCARBONS AND MINERALS OF EVERY KIND AND CHARACTER LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE OF SAID LAND, TOGETHER WITH THE RIGHT TO DRILL INTO, THROUGH AND TO USE AND OCCUPY ALL PARTS OF SAID LAND LYING MORE THAN FIVE HUNDRED (500) FEET BELOW THE SURFACE THEREOF FOR ANY AND ALL PURPOSES INCIDENTAL TO THE EXPLORATION FOR AND PRODUCTION OF OIL, GAS, HYDROCARBON SUBSTANCES OR MINERALS FROM SAID ON OTHER LANDS, BUT WITHOUT, HOWEVER, ANY RIGHT TO USE EITHER THE SURFACE OF SAID LAND, OR ANY PORTION OF SAID LAND WITHIN FIVE HUNDRED (500) FEET OF THE SURFACE FOR ANY PURPOSE OR WHATSOVER, AS RESERVED BY THE CITY OF LONG BEACH IN DEED RECORDED MAY 6, 1983 AS INSTRUMENT NO. 83-511177 OF OFFICIAL RECORDS. PARCEL 4: A PARCEL OF LAND IN LOT 39 OF ALAMITOS TRACT, IN THE CITY OF LONG BEACH, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 36 PAGES 37 THROUGH 44 INCLUSIVE OF MISCELLANEOUS RECORDS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY, BEING PART OF THE ABANDONED RIGHT-OF-WAY OF THE PACIFIC ELECTRIC RAILWAY COMPANY, AS SAID RIGHT-OF-WAY WAS DESCRIBED IN DEED RECORDED IN BOOK 1786 PAGE 9 OF DEEDS, DESCRIBED AS FOLLOWS: EXHIBIT A PAGE 2OF4 BEGINNING AT A POINT OF INTERSECTION OF THE SOUTHWESTERLY LINE OF SAID ABANDONED RIGHT-OF-WAY WITH THE SOUTH LINE OF SAID LOT 39, SAID POINT BEING NORTH 89 DEGREES 58 MINUTES 45 SECONDS EAST 659.41 FEET, MORE OR LESS, FROM THE SOUTHWEST CORNER OF SAID LOT 39, THENCE ALONG SAID SOUTH LINE, NORTH 89 DEGREES 58 MINUTES 45 SECONDS EAST 84.32 FEET TO THE NORTHEASTERLY LINE OF SAID ABANDONED RIGHT-OF- WAY; THENCE NORTH 18 DEGREES 26- MINUTES 05 SECONDS WEST ALONG SAID NORTHEASTERLY LINE 207.22 FEET OF THE SOUTHWESTERLY LINE OF THE OUTER TRAFFIC CIRCLE AS DESCRIBED IN THE DEED TO THE CITY OF LONG BEACH, RECORDED APRIL 25, 1941 AS INSTRUMENT NO. 1145 IN BOOK 18379 PAGE 173 OF OFFICIAL RECORDS; THENCE ALONG SAID SOUTHWESTERLY LINE NORTHWESTERLY ON THE ARC OF A CURVE CONCAVE TO THE NORTHEAST HAVING A RADIUS OF 580 FEET AND A CENTRAL ANGLE OF 15 DEGREES 51 MINUTES 16 SECONDS A DISTANCE OF 160.49 FEET TO THE SOUTHWESTERLY LINE OF SAID ABANDONED RIGHT-OF-WAY; THENCE SOUTH 18 DEGREES 26 MINUTES 05 SECONDS EAST THEREON 319.33 FEET TO THE POINT OF BEGINNING. EXCEPT THEREFROM, ALL OIL, GAS, MINERALS AND OTHER HYDROCARBONS IN AND UNDER SAID LAND BELOW A DEPTH OF 500 FEET FROM THE SURFACE THEREOF, WITHOUT, HOWEVER, ANY RIGHT OF ENTRY TO THE SURFACE OF SAID LAND FOR THE PURPOSE OF DRILLING FOR, MINING OR OTHERWISE EXTRACTING SAID GAS, OIL, MINERALS OR OTHER HYDROCARBON SUBSTANCES AS RESERVED IN DEED RECORDED MARCH 17, 1971 AS INSTRUMENT NO. 21. PARCEL 5: LOTS 1 AND 2 OF TRACT NO. 8613, IN THE CITY OF LONG BEACH, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 102, PAGE(S) 22 AND 23 OF MAPS, IN THE OFFICE OF THE LOS ANGELES COUNTY RECORDER, TOGETHER WITH THAT PORTION OF THE 5 FOOT ALLEY ADJOINING SAID LOT ON THE NORTH AS SHOWN ON SAID TRACT, BOUNDED EASTERLY AND WESTERLY BY THE NORTHERLY PROLONGATIONS OF THE EASTERLY AND WESTERLY LINES, RESPECTIVELY OF SAID LOT, VACATED BY ORDER OF THE CITY COUNCIL OF LONG BEACH, A CERTIFIED COPY OF WHICH WAS RECORDED ON OCTOBER 6, 1960 AS INSTRUMENT NO. 3315 IN BOOK D998 PAGE 405 OF OFFICIAL RECORDS. FG:VA:emd/154-29.doc EXHIBIT A PAGE 30F4 I/U 52' w D z w 0 z 0 50' 50 PACIFIC COAST HIGHWAY 70 N N p O C In 1.J111L1\ .J11\LL.1 I I I I I I I I I I I TR A C T i l 1 l l 3 o.8 6 1 3 I I14 13 12I II 11 10 9 8 7 6 5 4 2)'1 ,o rrl�l vlv J11\LLI 6 CITY OF LONG BEACH - CALIFORNIA DEPARTMENT OF PUBLIC WORKS, ENGINEERING BUREAU COMMUNITY HOSPITAL LEASE AREA EXHIBIT A PAGE 4 OF 4 COMMUNITY HOSPITAL LEASE AREA "ADDITIONAL PREMISES" LEGAL DESCRIPTION LOTS 10, 11, 12, 13 AND 14 OF THE EASTERN HEIGHTS TRACT, IN THE CITY OF LONG BEACH, COUNTY OF LOS ANGELES, STATE OF CALIFORNIA, AS PER MAP RECORDED IN BOOK 12, PAGE 27 OF MAPS, IN THE OFFICE OF THE COUNTY RECORDER OF SAID COUNTY. FG:VA:emd 154-31.doc EXHIBIT B PAGE 1 OF 2 PACIFIC COAST HIGHWAY 50 5C in CJ 1 nr_m J 1 RCC 1 T* R A 'C T No. 8 611 3 14 13 112 111110 1 9 1 8 1 7 1 6 5 4 3 2 1 WILTON STREET 70' w D Z W Q O Z_ W 60' 80' O 7 q� �M p°r 0 S 1,01 39 T lil q I IEASTERN 60' 1 2I31415T61 718 0 Ln o 1 � H E I G H T S t2 M Al 101111 1 1113114 15116 CITY OF LONG BEACH - CALIFORNIA DEPARTMENT OF PUBLIC WORKS, ENGINEERING BUREAU COMMUNITY HOSPITAL LEASE AREA 11 „ ADDITIONAL PREMISES EXHIBIT B PAGE 2 OF 2 STRICTLY PRIVATE AND CONT WNTIAL SAVE OUR NEIGHBORHOOD HOSPITAL COMMITTEE STRATEGIC BUSINESS PLAN FOR COMMUNITY HOSPITAL OF LONG BEACH Prepared by LONDON & PACIFIC HEALTHCARE DEVELOPMENT, INC. September 2000 EXHIBIT "C".'! STRICTLY PRIVATE AND CONFIDENTIAL TABLE OF CONTENTS I. VISION.......................................................................................................................................1 H. EXECUTIVE SUMMARY.......................................................................................................2 OperationalModel....................................................................................................................2 Summaryof Proforma Financial Performance.....................................................................4 III. CHLB SERVICE AREA.........................................................................................................5 ServiceArea Definition............................................................................................................5 ServiceArea Population and Demographic Trends............................................................6 HospitalUtilization.................................................................................................................. 9 ProductLine Segments...........................................................................................................10 TargetPatient Population/Characteristics..........................................................................10 IV. COMPETITIVE ANALYSIS................................................................................................12 HospitalInventory..................................................................................................................12 CompetitivePosition..............................................................................................................12 Opportunities ..................................... ...................................................................................... 14 CompetitiveThreats...............................................................................................................15 V. PHYSICIAN/COMMUNITY DEMAND ANALYSES....................................................17 PhysicianDemand Analysis..................................................................................................17 CommunityDemand Analysis.............................................................................................19 VI. STRATEGY ........................... :.................. .-.............................................................................. 21 Key Competitive Capabilities................................................................................................21 KeyCompetitive Weaknesses...............................................................................................22 Strategy.............................................................................:....................................................... 22 VII. PRO FORMA FINANCIAL PROJECTIONS...................................................................25 ATTACHMENTS Limitation and Statement Regarding Financial and Statistical Estimates and Projections The estimates and projections set forth in this Plan are provided for purposes of illustration only and do not represent assurance, guarantee or prediction of the results of operations of the hospital. They are provided for purposes of illustration only and are based on certain assumptions made about the future of the hospital and its Service Area. The reader is cautioned not to rely on the accuracy of these estimates or projections of current or future performance. These estimates and projections have not been audited or reviewed by a Certified Public Accountant. CHLB STRATEGIC BUSINESS PLAN PAGE I - STRICTLY PRIVATE AND CONFIDENTIAL I. VISION The Vision of Save Our Neighborhood Hospital Committee (SONH) is: 1. To secure high quality and financially sustainable basic acute care, emergency and outpatient hospital services for the people in the Service Area of Community Hospital of Long Beach and 2. To guarantee that the community and local medical care personnel have significant ongoing oversight with respect to the quality, accessibility and character of healthcare services provided. CHLB STRATEGIC BUSINESS PLAN PAGE 1 STRICTLY PRNATE AND CONFIDENTIAL II. EXECUTIVE SUMMARY OPERATIONAL MODEL Long Beach Community Medical Center (LBCMC) is poised to transform itself into Community Hospital of Long Beach (CHLB), a new independent not-for-profit community hospital. This new hospital would be developed to effectively meet the unique needs of the patient population residing within the hospital's service area. The Save Our Neighborhood Hospital Committee (SONH), a not-for-profit community- based organization, is seeking to secure funding to sufficiently cover the initial capitalization of the hospital and its working capital requirements through community fund raising, debt financing and other appropriate means. The total capital requirement for the project, as envisioned, is approximately $25m for capital equipment and working capital. Costs associated with retrofitting the physical plant to meet seismic requirements beginning 2008 are not included in the proforma financial projections; however, financial projections would indicate that beginning Year 3 of operations, the hospital would generate sufficient cash flow to address the financial requirements of a seismic retrofit. Specific costs associated with the retrofit would be determined upon assummi g operations of the facility. SONH is pursuing a financing strategy to obtain capital equipment through combination of Foundation, major donors and a capital campaign. Further, this strategy requires obtaining a $10m revolving line of credit on accounts receivable, contingent upon availability of $7.5 to $8.0 million in equity that can also be used for working capital. SONH is investigating means by which this equity requirement can be partially met through loans on equipment, other capital assets or leases. Under new management, CHLB should be unencumbered by past obligations that directly contributed to the significant negative financial performance generated by the hospital over the past several years. The factors that contributed to the hospital's inability to be financially sustainable were: ➢ Risk-based, capitated commercial and Medicare managed care contracts that resulted in high proportion of out -of -network and out -of -area costs (approximately $7m per year). ➢ High debt service (disproportionate fixed to variable ratio). ➢ A substantial corporate overhead allocation to support the system infrastructure and share services within CHW. ➢ Retention of unprofitable product lines, programs and services in order to secure and retain payer contracts. CHLB STRATEGIC BUSINESS PLAN PAGE 2 STRICTLY PRIVATE AND CONFIDENTIAL ➢ Inability to secure its proportional market share of PPO, commercial and fee-for- service Medicare patient volume. Detailed data pertaining to recent historical operations of the facility are not currently available to SONH. As such all data used to formulate assumptions within this report are based upon publicly available information that is at least one year old. In order to embark on a positive path reflective of the realities of today's marketplace, it is recommended that CHLB implement the following strategies: ➢ Maintain high-quality basic hospital and emergency services. ➢ Reduce inpatient bed capacity to better serve the market, reduce operating expenses and minimize costs associated with earthquake retrofit mandates (under S131953). ➢ Eliminate risk-based capitated managed care contracts through terminating agreements, negotiating per diem agreements directly with plans or subcontracting with hospitals with capitated arrangements. ➢ Emphasize senior care programs and services that attract and retain a greater proportion of fee-for-service Medicare patient volume. ➢ Strengthen physician recruitment and retention tactics to increase PPO and commercial patient market share. Physicians surveyed for this Plan stated that they would prefer to have LBCMC reopen after CHW relinquishes ownership/ management and would continue to refer their patients to the hospital. Many of the physicians, however, stated that if the hospital were to close for an extended period of time (i.e., 60 days or longer), it would be more difficult to recapture lost patient volume. ➢ Reduce or eliminate unprofitable programs and services (e.g., Pediatric ICU and NICU). ➢ Implement niche programs and services that will result in higher quality revenue to the hospital. ➢ Work with California State University, Long Beach, Long Beach City College and/or Long Beach Unified School District to provide education and classroom space within the Hospital structure in order for the CHLB to realize revenue and reduce its operating costs. ➢ Sizably reduce expenses associated with corporate overhead allocation. Restructure fixed cost to reduce debt structure. CHLB STRATEGIC BUSINESS PLAN PAGE 3 STRICTLY PRIVATE AND CONFIDENTIAL SUMMARY OF PROFORMA FINANCIAL PERFORMANCE The successful implementation of the foregoing strategies forms the foundation for the projected proforma financial performance presented below. (Refer to the Proforma Financial Performance Section for details regarding proforma assumptions, proforma balance sheet, proforma income statement, statement of changes in cash flow, proforma long-term debt schedule and proforma depreciation schedule.) Inpatient Census Inpatient Days Outpatient Visits Adjusted Patient Days Total Patient Revenue Interest Income Other Income Total Revenue Total Expense EBITDA Depreciation Interest Expense Net Income/Loss Year 1 65.0 Year 2 97.5 $36,779,1 $1,7 $53,877, -$347, Year 3 110.5 39, $69,677, $464, $63,526, $7, $1,527, Note: The estimates and proiectio_ns_set forth in this Plan are rovided for purposes of illustration only and do not represent assurance, guarantee or prediction of the results of operations of the hospital. They are provided for purposes of illustration only and are based on certain assumptions made about the future of the hospital and its Service Area. The reader is cautioned not to rely on the accuracy of these estimates or projections of or Public CHLB STRATEGIC BUSINESS PLAN PAGE 4 .35,177 $36,478,91 $56, $ $ ' $500,000 $36,978,91 $57, $36,779,1 $1,7 $53,877, -$347, Year 3 110.5 39, $69,677, $464, $63,526, $7, $1,527, Note: The estimates and proiectio_ns_set forth in this Plan are rovided for purposes of illustration only and do not represent assurance, guarantee or prediction of the results of operations of the hospital. They are provided for purposes of illustration only and are based on certain assumptions made about the future of the hospital and its Service Area. The reader is cautioned not to rely on the accuracy of these estimates or projections of or Public CHLB STRATEGIC BUSINESS PLAN PAGE 4 STRICTLY PRIVATE AND CONFIDENTIAL III. CHLB SERVICE AREA SERVICE AREA DEFINITION Refer to the following map that illustrates the CHLB Service Area, demarcated between East and West sub -markets: Long Beach Community Medical Center bellflower Little Co of Mary Torrance Memorial 0 1 2 Attachment A contains the detailed LBCMC 1998 patient origin data that was used to delineate the hospital Service Area. The CHLB Service Area sub -markets represent two distinct patient populations. The Eastside of Long Beach is comprised of the all or a portion of the following cities/ communities: ➢ Long Beach east of Cherry Avenue ➢ Lakewood ➢ Bellflower CHLB STRATEGIC BUSINESS PLAN PAGE 5 STRICTLY PRIVATE AND CONFIDENTIAL ➢ Seal Beach ➢ Portions of Los Alamitos The Westside sub -market area represents a larger area and is comprised of all or a portion of the following cities/communities: ➢ Long Beach west of Cherry Avenue ➢ Signal Hill ➢ Carson ➢ San Pedro ➢ Wilmington ➢ Compton The CHLB Service Area was defined utilizing Office of Statewide Health Planning and Development Hospital Discharge Reports for 1998. SERVICE AREA POPULATION AND DEMOGRAPHIC TRENDS There are approximately 863,000 people residing within the boundaries of the CHLB Service area, representing a wide range of demographic trends. 1. Eastside Sub -Market Area • There are 342,200 residents within the CHLB Eastside sub -market and this population is projected not to experience an appreciable growth over the next five years. • The sub -market area has a greater percentage of senior residents (17%) compared to the state average (11%). However, expected growth for seniors is only 2.5% (1,100 residents) as compared to 8% for the state during the next five years. • Concurrently, a large decrease in women of childbearing age is expected: a 3.1% decrease or nearly 2,138 over the next five years. The following table illustrates select population and demographic trends within CHLB's Eastside sub -market compared to California state averages for 2000 to 2005: CHLB STRATEGIC BUSINESS PLAN PAGE 6 STRICTLY PRIVATE AND CONFIDENTIAL Selected 2000 Demographics Population = 342,184 % Pop. Growth % Seniors % Senior Growth %0-14 % 0-14 Growth %em 15-44 % Fern 15 4 GrovAh o Hispanic % Hisoa is Growth -10% 0% ■ CA Average LB Eastside 10% 20% 30% 40% 50% 2. Westside Sub -Market • It is estimated that a population of 521,100 is residing in the Westside sub -market area. The Westside sub -market is expected to experience population growth of 5.0% over the next five years, which is a similar growth rate projection for the state of California. • The sub -market has a smaller percentage of seniors (8%) but similar senior population five-year growth rate (8%) compared to state averages (11% and 8% respectively). • The population of women in childbearing age is projected to remain flat within the next five years. • th Nearly half of the residents (47%) are of Hispanic enicity. The following table illustrates population and demographic trends for the Westside sub- market compared to California state averages: CHLB STRATEGIC BUSINESS PLAN PAGE 7 STRICTLY PRIVATE AND CONFIDENTIAL Selected 2000 Demographics Population = 521,087 Po. Growth ■ CA Average ° Seniors row 1 ® LB Westside % Senior Growth %0-14 % 0-14 Growth % F m 15-44 % Fern 15 Growth % Hispanic % Hispan c Growth -10% 0% 10% 20% 30% 40% 50% In summary the Service Area exhibits the following: CHLB STRATEGIC BUSINESS PLAN PAGE 8 2000 Population Westside 521,087 Eastside 342,184 Total Area 863,271 2005 Population 546,960 355,993 902,953 Population Growth 25,873 5.0% 13,809 4.0% 39,682 4.6% 2000 Senior Population 39,933 56,715 96,648 2005 Senior Population 43,286 58,120 101,406 Senior Population Growth 3,353 8.4% 1,405 2.5% 4,758 4.9% 2000 0-14 Years 146,488 60,820 207,308 2005 0-14 Years 148,947 61,276 210,223 0-14 Growth 2,459 1.7% 456 0.7% 2,915 1.4% 2000 Female 15-44 117,266 69,880 187,146 2005 Female 15-44 117,049 67,742 184,791 Female 15-44 Growth (217) 0.2%) (2,138) 3.1% (2,355) 1.3%) CHLB STRATEGIC BUSINESS PLAN PAGE 8 STRICTLY PRIVATE AND CONFIDENTIAL HOSPITAL UTILIZATION As illustrated in the population and demographic trends, the CHLB Service Area is clearly demarcated between the Eastside and Westside sub -market areas. The Eastside sub -market, characterized by a higher proportion of seniors residing in the area and higher household incomes compared to Westside sub -market demographic trends, exhibits inpatient hospital utilization of higher proportions of Medicare, PPO and commercial patients and a significantly lower percentage of Medi -Cal. HMO utilization percentages within the two sub -market areas are similar. The significantly more populated Westside sub -market thus generates a greater number of hospital admissions and discharges to hospitals located within and surrounding the CHLB Service Area compared to the Eastside Market. In 1998, 63,559 inpatient hospital discharges resulted from the population residing in the Westside sub -market, compared to 39,333 discharges originating from residents within the Eastside sub -market. The higher proportion of Medicare, PPO and commercial financial classes would indicate that the Eastside market represents higher reimbursement rates for medical services - a sub -market that CHLB significantly impacts. 1. Eastside Sub -Market The following chart illustrates the payer mix for the 39,333 discharges generated during 1998 from the approximately 342,000 residents in the sub -market area: Medi -Cal 1. , N=39,333 Other Commercial 6% 4% HMO Medicare ""° 42% CHLB STRATEGIC BUSINESS PLAN PAGE 9 STRICTLY PRIVATE AND CONFIDENTIAL 2. Westside Sub -Market The following chart illustrates the payer mix of the 63,559 hospital discharges generated by the 521,000 residents within the Westside sub -market during Calendar Year 1998: Medi -Cal 32% N=63,559 Other Commercial 10% 3% HMO Medicare 29% PRODUCT LINE SEGMENTS PPO 5% The following is a summary of the various product line segments that CHLB can deploy: ➢ General acute medical/ surgical inpatient services ➢ Inpatient and Outpatient surgical services ➢ Oncology ➢ Cardiology ➢ Outpatient ancillary services ➢ Senior outpatient healthcare services (Adult Day Health Care Program) TARGET PATIENT POPULATION/CHARACTERISTICS CHLB can operate as a community-based general acute care hospital intending to market and re -capture fee-for-service patient populations that the hospital historically CHLB STRATEGIC BUSINESS PLAN PAGE 10 STRICTLY PRIVATE AND CONFIDENTIAL de-emphasized during the last decade in favor of risk-based, capitated managed care contracts and affiliation with large medical groups. Prior to the hospital ownership shifting to CHW, hospital management had been making progress to recruit and retain physicians that have practices with a significant number of patients with fee-for-service insurance and government-sponsored programs. This effort was lost when, under CHW management, many hospital programs and services were shifted to St. Mary Hospital and LBCMCs long-term future was in doubt, resulting in many of these physicians shifting their practices to other hospitals in the Service Area. Market analysis of physicians on LBCMC's Medical Staff indicates that a strong core of physicians could support the hospital and refer patients there. CHLB can capitalize on this support through marketing to individual and small physician practices that have traditionally had a higher proportion of patients with the following types of healthcare insurance coverage: ➢ Non -managed care. Medicare ➢ Commercial ➢ Managed care on a non -risk, fee-for-service reimbursement. CHLB STRATEGIC BusiNEss PLAN PAGE 11 STRICTLY PRIVATE AND CONFIDENTIAL IV. COMPETITIVE ANALYSIS HOSPITAL INVENTORY The following is a list of competing hospitals within and surrounding the CHLB Service Area or draw measurable market share from the Services Area: Bellflower Comm Location Bellflower A-,,ailable Beds 145 OccupHospital "/o 45.5% 32,560 Lakewood Reg Lakewood 161 56.2% 44,958 LB Memorial Long Beach 726 58.0% 192,365 Los Alamitos Los Alamitos 173 56.6% 47,353 St. Mary Long Beach 1 469 44.10/61 101,511 Torrance Mem Torrance 360 67.2% 111,913 It should be noted that CHLB is the only hospital located within East Long Beach. The hospitals listed above (with the exception of Torrance Memorial Medical Center, which is situated West of the CHLB Total Service Area) are located just outside of the Eastside sub -market. Refer to the map in Section III that indicates hospital locations in and surrounding the Service Area. COMPETITIVE POSITION The following information reflects 1998 market share within the Eastside and Westside sub -markets: 1. Eastside Sub -Market The following pie chart demarcates the general acute care hospital market share for inpatient volume generated by the population residing within the Eastside sub- market during Calendar Year 1998. CHLB STRATEGIC BUSINESS PLAN PAGE 12 STRICTLY PRIVATE AND CONFIDENTIAL N=39,333 Others 28% Los Alamitos 11% Kaiser B� �% akewood Reg 7% LB Memorial 23% St. Mary 6% Bellflower 4% LB Comm. 14% ➢ The data indicate that in 1998, Long Beach Memorial Medical Center had the largest market share (28%), followed by LBCMC with a 14% share and Los Alamitos Hospital at 11 %. ➢ These three hospitals have the greatest patient impact within the Eastside sub- market, influencing over one-half of hospital admissions. ➢ No other hospital has more than a 10% share within this area. 2. Westside Sub -Market The following pie chart indicates hospital market share generated by the population residing within the Westside sub -market: Others 36% N=63,559 LB Memorial 19% St. Mary 12% Pacific 4% LAC Harbor/ UCLA St. Francis 10% 4% LB Comm. Kaiser HC 5% 5% Torrance Memorial 5% CHLB STRATEGIC BUSINESS PLAN PAGE 13 STRICTLY PRIVATE AND CONFIDENTIAL ➢ The Westside sub -market generates over 61% more hospital patient volume compared to the Eastside sub -market. ➢ Historically, although this sub -market represents a larger pool of patient volume, LBCMC (with a 5% market share in the sub -market) had less of a market impact this area compared to the Eastside sub -market. ➢ Like the Eastside sub -market, Long Beach Memorial Medical Center is the dominant hospital with the largest market share (19%), followed by St. Mary Hospital (12%) and Los Angeles County/UCLA Medical Center (10%). ➢ Market share within the Westside sub -market is more fragmented than the Eastside, with more than one-third of discharges going to hospitals with 3% or less of area market share. OPPORTUNITIES As the sole hospital operating within the Eastside sub -market, CHLB can leverage its market position to become the high -service and quality hospital provider, serving as the principal hospital for the population residing on the Eastside of Long Beach, in addition to other targeted populations residing in the Greater Long Beach Service Area. CHLB will operate virtually unencumbered by onerous contractual obligations and adverse factors associated with being a member of a regional or statewide hospital system, such as: ➢ Risk-based capitated managed care contracts that provide insufficient reimbursement from health plans to offset high costs of providing direct medical care and expenses incurred from out -of -network and out -of -area healthcare services. ➢ Ongoing operations of unprofitable hospital programs and services that must be financially supported in order to maintain managed care contracts. ➢ Significantly high corporate overhead allocation to support system/ affiliation infrastructure that questionably returns commensurate value. ➢ Legacy debt obligations. ➢ Bureaucratic layers, top-down decision making from corporate headquarters and lack of local focus and priorities inherent in multiple hospital systems. ➢ Resource drain resulting from decisions to accommodate needs of other hospitals, programs and corporate departments within a large hospital system. CHLB STRATEGIC BUSINESS PLAN PAGE 14 STRICTLY PRIVATE AND CONFIDENTIAL CHLB can succeed operating in its Service Area through the following strategies and market factors: ➢ Termination/ transfer of risk-based capitated managed care contracts, thus eliminating out -of -area and out -of -network expenses that were costing the hospital from $600,000 to $1,000,000 per month. ➢ Downsizing of inpatient bed capacity to more effectively and efficiently meet the hospital needs of its patient base. ➢ Conversion of excess physical plant capacity to alternative uses (e.g., assisted living, educational classrooms, etc.) that represent additional sources of revenue. ➢ Focused programs and services that will improve revenue base through attracting and retaining physicians with PPO, Medicare, commercial and other attractive fee-for-service patients. ➢ Elimination of hospital programs and services that have historically been financial drains to the operations (i.e., NICU, Pediatric ICU). ➢ Provision education and classroom space within the Hospital building to CSULB, LBUSD and/or LBCC. ➢ Implementation of inpatient and outpatient programs and services that attract the senior patient population with fee-for-service Medicare coverage. ➢ Significant reduction of corporate overhead allocation expense through separation from CHW (reduction is offset by need for administrative support services and management information systems). ➢ Aggressive physician recruitment and retention strategies to build and preserve the medical staff core supporting CHLB. The hospital will concentrate its recruiting efforts to physicians who have a significant number of patients with PPO, traditional Medicare and other fee-for-service insurance plans. COMPETITWE THREATS CHLB could face the following competitive threats: ➢ Larger Competing Hospitals - The competing hospitals within and surrounding the Service Area are larger and will have higher intensive/ acute inpatient programs and services. Long Beach Memorial Medical Center is the dominant market share leader in the area and will continue in this role into the foreseeable future. CHLB STRATEGIC BUSINESS PLAN PAGE 15 STRICTLY PRIVATE AND CONFIDENTIAL ➢ Highly Competitive Market - It is recognized that the CHLB Service Area, in total, has an excess capacity of general acute care hospital beds and thus the market for hospital patient volume is highly competitive. ➢ Increased Presence of Managed Care - HMO market penetration is strong in Los Angeles and Orange Counties. Managed care, through its provider contracts, directs its subscribers to its participating physicians and hospitals. Since CHLB will elect to avoid capitated managed care contracts, a number of its supportive staff physicians will be contractually obligated to refer their HMO patients to competing hospitals with risk-based HMO contracts. ➢ Potential for Reduced Reimbursement - The hospital relies on payments from third party payers and government sponsored programs that in many instances set/change reimbursement levels, procedure, policy, etc. As such, a potential threat exists that can reduce revenue to the hospital. ➢ Requirements for Seismic Retrofit - Under SB 1953, CHLB must correct physical plant deficiencies to meet seismic requirements. Projected costs are estimated at between $16m to $30m under the current hospital facility configuration. CHLB STRATEGIC BUSINESS PLAN PAGE 16 STRICTLY PRIVATE AND CONFIDENTIAL V. PHYSICIAN/COMMUNITY DEMAND ANALYSES PHYSICIAN DEMAND ANALYSIS As part of this Business Plan, select members of LBCMCs Medical Staff were surveyed to determine the depth of physician loyalty to the hospital if it were to reopen under management different from CHW. Refer to Attachment B that contains the Medical Staff Survey Report. The following summarizes findings of the survey: 1. Survey Overview The survey focused on the following: ➢ Level of support from physicians currently on staff if CHLB were to continue operations under different ownership/ management. ➢ Level of patient volume the physicians would refer to the hospital. ➢ Hospital programs and services needed at the hospital. ➢ Perceived strengths and weaknesses at LBCMC 2. Survey Parameters ➢ More than 40 physicians were surveyed, who represented the core group of physicians practicing at LBCMC. ➢ Survey principally targeted primary care physicians; however, a number of key specialists were also surveyed. ➢ No physicians from Harriman Jones Medical Group (representing risk-based managed care referrals) participated in the survey. 3. Summary of Findings ➢ All of the physicians stated that they would prefer to have LBCMC reopen after CHW relinquishes ownership/management and would continue to refer their patients to the hospital. Many of the physicians, however, stated that if the hospital were to close for an extended period of time (i.e., 60 days or longer), it would be more difficult to recapture lost patient volume. CHLB STRATEGIC BUSINESS PLAN PAGE 17 STRICTLY PRIVATE AND CONFIDENTIAL ➢ Approximately 90% of the respondents cited some frustration at the shortage of available inpatient beds at Long Beach Memorial Medical Center and Los Alamitos Medical Center. In addition, long waits at Memorial's emergency department were also mentioned. ➢ Ease of access to LBCMC was mentioned as one the greatest assets of the hospital. ➢ LBCMC's location is a plus to the physicians and patients (note: most of the physicians surveyed have office practices in East Long Beach). ➢ The emergency department at LBCMC is viewed as an important community resource. ➢ Nursing and ancillary services at LBCMC were universally regarded as excellent compared to competing hospitals in the area. The physicians were asked to estimate the number of admissions per month by payer would they admit to CHLB. The following represents the findings Payer Fee -For -Service Medicare PPO/POS Self Pay Total Admissions ALOS Patient Days 131 _ 6.65 871 29 4.05 117 1 4.00 4 161 27 992 (Note: Average length of stay was derived from OSHPD data by payer for zip codes within the LBCMC Service Area) The 992 patient days per month translates to an average daily census of 33 inpatients. Based on EMS data that indicates that the LBCMC emergency department generates approximately 70 admissions per month (1999). Assuming a start-up scenario, the following model projects the average daily census for CHLB under new ownership/ management. * Note: Those physicians using one or more hospitals in addition to CHLB. CHLB STRATEGIC BUSINESS PLAN PAGE 18 1999 Projected Admission Source Base Year Year 1 Year 2 Year 3 Surveyed Physicians 25 15 27 30 Physician "Splitters"* 15 10 15 20 Emergency 70 40 55 60 Total 110 65 97 110 * Note: Those physicians using one or more hospitals in addition to CHLB. CHLB STRATEGIC BUSINESS PLAN PAGE 18 STRICTLY PRIVATE AND CONFIDENTIAL The physician strategy for the new CHLB, would be: ➢ In Year 1, retain its core of loyal physicians (assuming some out -migration to other hospitals), capture a small portion of physicians who use one or more hospitals in addition to CHLB and realize a portion of admissions from the ER. ➢ In Years 2 and 3, loyal physicians will continue to increase their admissions to the hospital and aggressive recruitment efforts will result in capture of greater share of referrals from physicians who use one or more hospitals in addition to CHLB. ➢ Emergency room admissions will increase to former levels as CHLB establishes itself as the community hospital for East Long Beach and surrounding areas. COMMUNITY DEMAND ANALYSIS An analysis of the CHLB Service Area and competitive environment (refer to Sections IV and V of the Plan) indicates that hospital utilization will continue to increase, which is supported by historical trend data, projected population increases and a continuing aging population base. In particular, within East Long Beach, population, demographic and hospital utilization data indicate that the residents proportionately have more senior citizens, generate higher incomes, have a greater healthcare insurance coverage and have a higher proportion of IPO/POS/commercial insurance subscribers. It should be noted that the 2000 population of the Eastside sub -market (Southeast + Northeast) is approximately 67% of the size of the population residing within the Westside sub -market (Southwest + Northwest). During 1998, residents within the CHLB Service Area generated the following average daily census by payer source, segmented by Service Area Quadrant: Southeast Northeast Southwest Northwest Total Commercial 8.4 7.9 15.2 9.5 40.9 HMO 45.4 50.5 65.7 65.0 226.7 Medi -Cal 28.6 39.1 146.5 117.5 331.6 Medicare 158.0 126.5 195.8 160.8 641.0 PPO 22.4 21.1F_17.01 17.91 78.4 Other 19.1 16.9 1 55.21 43. 7134.9 Total 281.9 262.0 1 495.41 414.3 1,453.6 CHLB STRATEGIC BUSINESS PLAN PAGE 19 STRICTLY PRIVATE AND CONFIDENTIAL Refer to Attachment C that contains the detailed hospital utilization by zip code and payer for areas within the CHLB Service Area. The above table indicates that the Eastside sub -market (representing the Southeast and Northeast quadrants) generated an average daily census of 544 while the Westside sub- market (representing the Southwest and Northwest quadrants) generated an ADC of 909, totaling 1,453 for the CHLB Total Service Area. Assuming a modest 0.7% annual growth rate for hospital inpatient volume, CHLB drawing around 80% of its volume from this area and conservatively netting out the HMO volume (CHLB will not assume any capitated, risk-based managed care contracts, although will negotiate per diem or discounted fee-for-service arrangements), the following indicates the projected market share that CHLB can conceivably achieve during its first three years of operation under new ownership/ management: Service Area ADC (excluding HMO) 1,253 1,262 1,270 CHLB Projected Total IP ADC 65 97 110 CHLB ADC from Service Area 80% 52 78 88 Anticipated Service Area Market Share 4.2% 6.2% 6.9% The above table indicates that CHLB's market share within its Service Area can conservatively increase from 4.2% in the Year 1 to 6.9% by Year 3 (net of HMO volume). It should be noted that during 1988, LBCMC generated an 8.5% share within the Service Area. CHLB STRATEGIC BUSINESS PLAN PAGE 20 STRICTLY PRIVATE AND CONFIDENTIAL VI. STRATEGY KEY COMPETITIVE CAPABILITIES The following represents CHLB's key competitive capabilities: ➢ Strong Support of Community -Based Physicians - A survey of practicing physicians in the community indicates that a significant core exists to support CHLB as a community-based hospital serving the Eastside of Long Beach and surrounding areas. ➢ Reduced Equipment Cost - The hospital has a strong Foundation that can raise sufficient capital to cover a sizable portion of the cost to acquire needed medical equipment, and thus reducing CHLB's capital needs and debt. ➢ Competitive Market Favors Low -Cost Provider - CHLB will be well positioned to compete in the market as the low-cost provider, since its principal competitors are large medical centers that are required to support expensive acute care programs. ➢ Advantageous Location - As stated earlier, CHLB is the only general acute care hospital located in the East Long Beach and is well situated to serve as the primary hospital for the population residing in the immediate area. In addition, the sub -market population comprises a higher proportion of senior residents (compared to county and state averages), who utilize hospital services at a higher rate. ➢ Positioned to be Low -Cost Provider - CHLB, with its decreased inpatient capacity and reduced array of programs and services will enable the hospital to operate more efficiently and effectively and become the low-cost hospital provider without sacrificing quality of care. ➢ Unencumbered with Legacy Problems and Obligations - CHLB will be positioned to operate without the obligations under the previous ownership structures. These obligations included significant corporate overhead allocation payments to support the CHW system and heavy debt service for the overall CHW-Southern California Region. CHLB STRATEGIC BUSINESS PLAN PAGE 21 STRICTLY PRIVATE AND CONFIDENTIAL KEY COMPETITIVE WEAKNESSES ➢ Lower Visibility in the Market - Compared to competing hospitals in the Service Area, LBCMC currently has lower than average market visibility with physicians, patients and payers. Upon assuming operations of LBCMC, management will need to aggressively market the hospital to the required constituents in the Service Area. ➢ Immediate Critical Capital Needs - SONH presently is seeking various means to secure the required capital at hand to effectively assume the operations of the hospital. Through this Business Plan, SONH will have the "roadmap" to secure the necessary start-up funding to acquire assets and provide initial working capital. ➢ Start -Up Operation - Under new ownership and management, CHLB will be starting from "ground zero" and will have to build patient volume, revenue and cash flow without the benefit of any ongoing operations or momentum (assuming that CHW will close the hospital on or before October 2, 2000). ➢ Physical Plant in Need of Upgrade to Meet Seismic Requirements - Like virtually all hospitals in California, CHLB will experience significant costs to meet seismic code upgrades by the year 2008. STRATEGY The following is a list of strategic initiatives that will be implemented for CHLB under new ownership and management: ➢ Pursue Fee -For -Service Medicare Patients - LBCMC historically has managed Medicare fee-for-service (DRG -based) patient volume well, enabling the hospital to generate adequate margin for this patient population. In addition, the immediate service area surrounding the hospital contains a higher proportion of senior citizens residents compared to Long Beach City, Los Angeles County and California State averages. A majority of these seniors are enrolled as traditional Medicare beneficiaries and not part of a Medicare HMO plan. Senior patients and other Medicare beneficiaries (social security recipients under disability categories) tend to utilize hospital services at a rate approximately 10 times more frequently compared to the rest of the general population. CHLB will provide inpatient and outpatient hospital and support services that will attract seniors and other fee-for-service Medicare beneficiaries. These programs and services include: CHLB STRATEGIC BUSINESS PLAN PAGE 22 STRICTLY PRIVATE AND CONFIDENTIAL • Adult Day Health Care Program • Geropsychiatric Inpatient and Day Care • General acute care focusing on chronic disease (i.e., cardiology, orthopedic surgery, nephrology, etc.) • Transportation • Alternative uses of unused capacity within the existing hospital building (e.g., assisted living) • Senior Community Services ➢ Aggressive Physician Recruitment/ Retention Programs - According to a survey of physicians on the LBCMC Medical Staff, there is a core of loyal physicians who will continue to support the hospital under management outside of CHW. Patient volume projections indicate that this core of physicians, coupled with admissions generated from the emergency department and admissions from "splitter" physicians will generate an estimated average daily census of 65 for the first year. Strategies will be implemented to further strengthen this core of physicians through recruiting new physicians and gaining additional patient referrals from "splitter" physicians on staff in order to increase volume over the next years of operation. It is believed that physicians will be attracted to a high-quality, high -service oriented hospital that serves as an alternative to competing hospitals that are burdened by administrative bureaucracy, lack of access to programs and services and inconvenient locations away from East Long Beach. ➢ Properly Size Hospital Capacity to Meet Service Area Needs - To reduce required capital expenditure and operating expense, the new CHLB will be a hospital with a smaller inpatient bed capacity when compared to the existing facility. Inpatient bed capacity will be reduced to 130 set-up beds from its existing 261 licensed beds, thus reducing fixed costs to equip and maintain the hospital beds. The remaining 131 beds will remain on the hospital license and could be brought online if appropriate patient volumes are reached. In addition, the hospital will eliminate products, programs and services that have traditionally been unprofitable, including neonatal intensive care, pediatric intensive care, open heart surgery, etc. These programs may be reinstated when patient volume increases to levels that will adequately support them. ➢ Reduce/ Eliminate Capitated Managed Care Contracts - Historically, the hospital had realized significant losses due to aggressively pursuing a managed care strategy in order to capture risk-based, capitated patient revenue. Under new management, CHLB will reduce/ eliminate capitated contracts with managed care plans and physician groups. Rather, contracts with plans will be structured to reimburse the hospital on a discounted fee-for-service or per diem arrangement. CHLB STRATEGIC BUSINESS PLAN PAGE 23 STRICTLY PRIVATE AND CONFIDENTIAL ➢ Position CHLB as the Communi Hospital Serving East Long Beach - Although the hospital competitive environment in the Greater Long Beach area is intense, there are no other hospitals operating within the eastern area of the city. As such, CHLB will be positioned as the community hospital serving the residents of East Long Beach and immediate surrounding areas. This area possesses a patient population that is generally older, wealthier, and has a higher proportion of individuals with healthcare insurance compared to the overall CHLB Service Area, Los Angeles County and California. ➢ Explore Alternative Uses of Building Space - With the anticipated reduced inpatient bed capacity at CHLB, there will be unused facility space that can be converted to alternative uses. Potential uses include: • Adult Day Health Care Program • Assisted Living Facility • Educational Classrooms and Programs, in conjunction with CSULB, Long Beach City College and/or Long Beach Unified School District. These programs and services will assist the hospital through generating non- operating revenue, increasing patient referrals through senior programs, and provide a means to recruit and secure additional hospital staff. In addition, these alternative uses may be exempted from hospital seismic retrofit requirements and thus would reduce the projected costs to bring CHLB into compliance by 2008. CHLB STRATEGIC BUSINESS PLAN PAGE 24 STRICTLY PRNATE AND CONFIDENTIAL VII. PRO FORMA FINANCIAL PROJECTIONS The following summarizes proforma financial projections in this section: ➢ $24,933,439 in total initial capital required available at project start-up (7% interest rate; loan repaid over 20 years) ➢ $3,243,969 loss in Year 1 ($199,738 EBITDA) ➢ $347,861 loss in Year 2 ($3,398,579 EBITDA) ➢ $3,066,680 income in Year 3 ($7,115,853 EBITDA) In addition to this proforma financing scenario, SONH is pursuing a financing alternative to obtain capital equipment through combination of Foundation, major donors and a capital campaign. Further, this strategy requires obtaining a $10m revolving line of credit on accounts receivable, contingent upon availability of $7.5 to $8.0 million in equity that can also be used for working capital. SONH is investigating means by which this equity requirement can be partially met through loans on equipment, other capital assets or leases. Contents of this section: 1. Proforma Assumptions - Pages 26 - 27 2. Proforma Balance Sheet - Page 28 3. Proforma Income Statement - Page 29 4. Proforma Statement of Changes in Cash Flow - Page 30 5. Proforma Long Term Debt Schedule - Page 31 6. Proforma Depreciation Schedule - Page 32 Refer to Attachment D for selected financial data of comparable hospitals in Southern California. Note: Limitation and Statement Regarding Financial and Statistical Estimates and Projections The estimates and projections set forth in this Plan are provided for purposes of illustration only and do not represent assurance, guarantee or prediction of the results of operations of the hospital. They are provided for purposes of illustration only and are based on certain assumptions made about the future of the hospital and its Service Area. The reader is cautioned not to rely on the accuracy of these estimates or projections of current or future performance. These estimates and projections have not been audited or reviewed by a Certified Public Accountant. CHLB STRATEGIC BUSINESS PLAN PAGE 25 CHLB STRATEGIC BUSINESS PLAN See note on page 25 in this Section Page 26 LONG BEACH COMMUNITY HOSPITAL - PROFORMA ASSUMPTIONS Year 1 Year 2 Year 3 # of Beds 130 % Occupancy 50% 75% 85% ADC 65 97.5 110.5 Inpatient Days 23,400 35,100 39,780 Outpatient Visits 50,000 75,000 100,000 Adjusted Patient Days 35,177 52,766 63,334 Market Mix Medicare 50% PPO 15% Other 35% Average Revenue/APD $1,037 $1,068 $1,100 Average Cost/APD $1,046 $1,021 $1,003 Contribution Margin -$9 $47 $97 Balance Sheet Accounts Measurement Year 0 Year 1 Year 2 Year 3 Cash Days Cash on Hand 50 30 35 40 Accounts Receivable Days in AR 90 90 68 65 Other receivables % of other revenue 0.00% 1% 1% 1% Inventory % of supplies 5.00% 5.00% 5.00% 5.00% Prepaids/Other Current Assets % of revenue 0.00% 0.50% 0.50% 0.50% Property, Plant and Equipment Investment per bed $67,000 $15,000 $15,000 $15,000 Bond Reserve Fund 1 Year P+I See Debt Schedule Accounts Payable Payable Turnover 60 60 60 60 Accrued Liabilities % of patient revenue 5% 5% 5% 5% Due to govt programs % of Medicare 0% 0% 0.5% 1% CPLTD See Schedule Other current liabilities % of revenue 0.50% 0.50% 0.50% 0.50% Long Term Debt See Schedule CHLB STRATEGIC BUSINESS PLAN See note on page 25 in this Section Page 26 LONG BEACH COMMUNITY HOSPITAL - PROFORMA ASSUMPTIONS Income Statement Measurement Year 0 Year 1 Year 2 Year 3 Growth Rate Medicare Inpatient Days Market mix = 44% 25% 11,700 17,550 19,890 Cost per APD Medicare Rev./ Inpatient Day Ave. Net Rev (60% allowance) $39 $1,040 $1,071 $1,103 3.0% PPO Inpatient Days Market mix = 20% 3% 3,510 5,265 5,967 $10 Revenue per PPO Day Ave. Net Rev (60% allowance) Purchased Services $1,511 $1,557 $1,603 3.0% Medicare Outpatient Days Market mix = 44% Cost per bed 25,000 37,500 50,000 10% Revenue/Medicare Outpatient Visit Ave. Net Rev (60% allowance) $3,500 $318 $328 $337 3.0% PPO Outpatient Days Market mix = 20% 5% 7,500 11,250 15,000 % of revenue Revenue per Outpatient Visits Ave. Net Rev (60% allowance) 0.50% $283 $291 $300 3.0% Other Inpatient Days - blended Market mix = 36% 8,190 12,285 13,923 Revenue/Other Inpatient Day Ave. Net Rev (70% allowance) $830 $854 $880 3.0% Other Outpatient Visits Market mix = 36% 17,500 26,250 35,000 Revenue/Other Outpatient Visit Ave. Net Rev (70% allowance) $122 $126 $130 3.0% Interest Income % Return on Prev. Inv. Bal. 5.0% 5.0% 5.0% 5.0% Contributions $0 $0 $0 $0 Other Income $0 $500,000 $500,000 $500,000 Growth Rate Salaries Cost per APD $488 $464 $440 -5% Benefits % of salary costs 25% 25% 25% Registry/Other Professional Cost per APD $37 $38 $39 3% Supplies Cost per APD $184 $190 $195 3% Medical Fees Cost per APD $10 $10 $11 3% Purchased Services Cost per APD $126 $130 $134 3% Maintenance and Rental Costs Cost per bed $2,300 $2,530 $2,783 10% Insurance Cost per bed $3,500 $3,570 $3,641 2% Bad Debt % of patient Revenue 5% 5% 5% Other Expense % of revenue 0.50% 0.50% 0.50% CHLB STRATEGIC BUSINESS PLAN See note on page 25 In this Section Page 27 LONG BEACH COMMUNITY HOSPITAL - PROFORMA BALANCE SHEET Assets Year 0 Year 1 Year 2 Year 3 Cash and Investments $0 $3,206,740 $5,395,064 $7,228,216 Accounts Receivable $0 $9,119,729 $10,645,764 $12,580,723 Other Receivable $0 $5,000 $5,000 $5,000 Inventory $0 $323,630 $500,009 $618,161 Prepaids/Other Current Assets $0 $184,895 $286,381 $353,213 Total Current Assets $0 $12,839,994 $16,832,218 $20,785,314 PPE $8,710,000 $10,660,000 $12,610,000 $14,560,000 Accumulated Depreciation ,$0 $1,742,000 $3,874,000 $6,396,000 Net PPE $8,710,000 $8,918,000 $8,736,000 $8,164,000 Bond Reserve Funds Total Assets Liabilities Accounts Payable Accrued liabilities Due to govt programs CPLTD Other current liabilities Total Current Liabilities Long Term Debt Deficit/(Surplus) Debt Total Liabilities Fund Balance Total �O $2,948,379 $2,86612 $8,710,000 $24,706,374 $28,42-9,330 $2,773,845 $31,723,159 $0 $6,129,863 $8,979,608 $10,587,796 $0 $1,823,946 $2,817,996 $3,483,893 $0 $0 $155,412 $388,137 $0 $1,246,672 $1,246,672 $1,246,672 �O $182,395 $281,800 $348,389 $0 $9,382,875 $13,481,488 $16,054,886 $0 $23,686,767 $22,440,095 $21,193,423 $8,710,000 ($5,119,300) ($3,900,423) ($5,000,000) $8,710,000 $27,950,342 $32,021,160 $32,248,309 $0 -$3,243,969 -$3,591,830 -$525,150 $8,710,000 $04,706,374 $28,429,330 $31,723,159 CHLB STRATEGIC BUSINESS PLAN See note on page 25 in this Section Page 28 LONG BEACH COMMUNITY HOSPITAL - PROFORMA INCOME STATEMENT Year 0 Year 1 Medicare Inpatient Revenue $0 PPO Inpatient Revenue $0 Medicare Outpatient Revenue $0 PPO Outpatient Revenue $0 Other InPatient Revenue $0 Other Outpatient Revenue $00 Total Patient Revenue $0 Interest Income $0 Contributions $0 Other Income �-o Tota/ Revenue $0 Salaries Benefits Registry/Other Professional Supplies Medical Fees Purchased Services Maintenance and Rental Expense Insurance Bad Debt Other Expense Total Expense $0 EBITDA 1 $0 Depreciation Interest Expense Net Income/Loss $0 CHLB STRATEGIC BUSINESS PLA $12,168,000 32.9% $5,304,312 14.3% $7,950,000 21.57. $2,121,000 5.77. $6,793,605 18.4% $2,142,000 5.8% $36,478,917 98.6% $0 0.0% $0 0.0% $500,000 L4% $36,978,917 100.0% $17,166,466 46.4% $4,291,617 11.6% $1,301,556 3.57. $6,472,602 17.57. $351,772 L07. $4,432,325 12.0% $299,000 0.8% $455,000 L27. $1,823,946 4.9% $184,895 0.57. $36,779,179 99.5% $199,738 0.54% $1,742,000 $1,701,707 -$3,243,969 -8.8% Year 2 $18,799,560 32.8% $8,195,162 14.3% $12,282,750 .21.49 $3,276,945 5.77. $10,496,120 18.3% $3,309,390 5.8% $56,359,927 98.4% $416,302 0.77. $0 0.07. $500,000 0.9% $57,276,2Z9 100.0% $24,462,215 42.77. $6,115,554 10.77. $2,010,904 3.57. $10,000,170 17.5% $543,488 0.9% $6,847,943 12.07. $328,900 0.6% $464,100 0.8% $2,817,996 4.9% $286,381 0.57. $53,877,650 94.1% $3,398,579 5.93% $2,132,000 $1,614,440 -$347,861 -0.9% See note on page 25 in this Section Year 3 $21,945,353 31.1% $9,566,486 13.57. $16,868,310 23.9% $4,500,338 6.4% $12,252,470 17.3% $4,544,896 6.4% $69,677,853 98.6% $464,774 0.77. $0 0.0% $500,000 0.77. $70,642,627 100.07. $27,893,723 39.57. $6,973,431 9.9% $2,486,083 3.57. $12,363,224 17.57. $671,914 LO% $8,466,121 12.07. $361,790 0.57. $473,382 0.77. $3,483,893 4.9% $353,213 0.57. $63,526,774 89.9% $7,115,853 10.1% $2,522,000 $1,527,173 $3,066,680 4.37. age 29 LONG BEACH COMMUNITY HOSPITAL PROFORMA - STATEMENT OF CHANGES IN CASH FLOW Purchase of property and equipment -$8,710,000 -$1,950,000 -$1,950,000 -$1,950,000 Increase in Debt Year 0 Year 1 Year 2 Year 3 Net Earnings $0 -$3,243,969 -$347,861 $3,066,680 Depreciation $0 $1,742,000 $2,132,000 $2,522,000 Change in assets and liabilities $0 -$2,948,379 $87,267 $87,267 A/R $0 -$9,119,729 -$1,526,035 -$1,934,959 Other A/R $0 -$5,000 $0 $0 Inventory $0 -$323,630 -$176,378 -$118,153 Prepaids/Other Current Assets $0 -$184,895 -$101,487 -$66,832 A/P $0 $6,129,863 $2,849,745 $1,608,187 Other accrued liabilities $0 $1,823,946 $994,050 $665,896 Due to gov't programs $0 $0 $155,412 $232,725 Other current liabilities $0 $182,395 $99,405 $66,590 Net Cash from Operating Activities $0 -$2,999,019 $4,078,851 $6,042,134 Purchase of property and equipment -$8,710,000 -$1,950,000 -$1,950,000 -$1,950,000 Increase in Debt $24,933,439 $0 $0 Payments on long term debt $0 $0 -$1,246,672 -$1,246,672 Deficit/(Surplus) Debt $8,710,000 ($13,829,300) $1,218,877 ($1,099,577) Long Term Assets (Bond Funds) $0 -$2,948,379 $87,267 $87,267 Net Change in Cash and Investments $0 $3,206,740 $2,188,324 $1,833,152 Cash, Beginning of the Year $0 $0 $3,206,740 $5,395,064 Cash, End of the Year $•0 $3,206,740 $5,395,064 $7,228,216 CHLB STRATEGIC BUSINESS PLAN see note on page 25 in this section Page 30 Debt Issued Amortization Period (Years) Interest Rate CPLTD Year 0 Year 1 Year 2 Year 3 Minimum Cash Requirement LONG BEACH COMMUNITY HOSPITAL - PROFORMA LONG TERM DEBT SCHEDULE $24,933,439 20 7.00% $1,246,672 Long Term Debt Balance 0 $23,686,767 $22,440,095 $21,193,423 -$5,000,000 Interest Paid $0 $1,701,707 $1,614,440 $1,527,173 CHLB STRATEGIC BUSINESS PLAN see note on page 25 in this section Page 31 ATTACHMENT A LONG BEACH COMMUNITY MEDICAL CENTER PATIENT ORIGIN INFORMATION 1998 LONG BEACH COMMUNITY HOSPITAL PATIENT ORIGIN -1998 Eastside Eastside Eastside Eastside Westside Westside Westside Westside Eastside Eastside Westside Westside Eastside Eastside Eastside Eastside Total L13CMC Discharges % of Total 4,412 4,084 4,119 3,032 7,124 9,865 6,159 5,445 4,405 1,696 4,155 3,929 3,626 2,915 8,674 2,356 ! 4,030 11,738 5,369 3,349 6,621 -� 1,875 5,372 6,097 5,726 8,042 1,411 8,865 a 2,443 363 7,371 2,783 9,600 1,060 4,371 5,176 7,123 1,259 2,985 -_ 4,113, 7,266 i u 9,438 8,309 349 29% 23% 18% 23% 10% 6% 10% 10% 9% 24% 9% 8% 7% 9% 2% 6% 3% 1% 2% 2% 1% 3% 1% 1% 1% 1% 3% 1% 0% 1% 10% 0% 1% 0% 3% 1% 1% 0% 2% 1% 1% 0% 0% 0% 5% Source: OSHPD 1998, excludes normal newborns Page 1 of 8 LBCMC Zip Code Discharges % of Total Cumulative % 90804 1,258 12% 12% 90815 958 9% 21% 90808 752 7% 28% 90803 704 7% 35% 90813 692 7% 41% 90805 621 6% 47% 90806 613 6% 53% 90802 547 5% 58% 90740 411 4% 62% 90814 408 4% 66% 90807 372 4% 69% 90810 323 3% 72% 90712 266 3% 75% 90713 256 2% 77% 90706 215 2% 79% 90720 139 1% 80% 90630 126 1% 82% 90650 97 --1% - - 83% 90723 97 1% 84% 90703 77 1% 84% 90745 76 1% 85% 90715 64 1% 86% 90744 57 1% 86% 90220 52 0% 87% 90221 46 0% 87% 92683 46 0% 87% 90716 43 0% 88% 90620 41 0% 88% 92804 37 0% 89% 90701 36 0% 89% 90801 36 0% 89% 90731 34 0% 90% 92649 34 0% 90% 90201 33 0% 90% 90623 33 0% 91% 90241 32 0% 91% 92647 31 0% 91% 90262 27 0% 91% 92845 27 0% 92% 90746 23 0% 92% 90242 22 0% 92% 90255 19 0% 92% 90250 18 0% 92% 90280 18 0% 93% 92645 18 0% 93% Eastside Eastside Eastside Eastside Westside Westside Westside Westside Eastside Eastside Westside Westside Eastside Eastside Eastside Eastside Total L13CMC Discharges % of Total 4,412 4,084 4,119 3,032 7,124 9,865 6,159 5,445 4,405 1,696 4,155 3,929 3,626 2,915 8,674 2,356 ! 4,030 11,738 5,369 3,349 6,621 -� 1,875 5,372 6,097 5,726 8,042 1,411 8,865 a 2,443 363 7,371 2,783 9,600 1,060 4,371 5,176 7,123 1,259 2,985 -_ 4,113, 7,266 i u 9,438 8,309 349 29% 23% 18% 23% 10% 6% 10% 10% 9% 24% 9% 8% 7% 9% 2% 6% 3% 1% 2% 2% 1% 3% 1% 1% 1% 1% 3% 1% 0% 1% 10% 0% 1% 0% 3% 1% 1% 0% 2% 1% 1% 0% 0% 0% 5% Source: OSHPD 1998, excludes normal newborns Page 1 of 8 LONG BEACH COMMUNITY HOSPITAL PATIENT ORIGIN - 1998 Total LBCMC Discharges % of Total 6,705 2,831 4,919 5,059 3,224 779 3,824 2,357 3,245 2,543 5,081 2,493 5,515 3,023 56 i 3,318 1,290 �- 8,172 6,341 2,792 4,439 7,317 2,307 66 3,474 1,432 3,293 3,886 t 3,433 2,293 172 39 4,708 i 6,596 7,873 3,462 5,185 3,202 2,607 2,888 2,277 _ _------3,246 4,072 5,676 #DIV/0! 0% 1% 0% 0% 0% 2% 0% 0% 0% 0% 0% 0% 0% 0% 16% 0% 1% 0% 0% 0% 0% 0% 0% 11% 0% 0% 0% 0% 0% 0% 3% 15% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% Source: OSHPD 1998, excludes normal newborns Page 2 of 8 LBCMC Zip Code Discharges % of Total Cumulative % 17 0% 93% 90660 15 0% 93% 90680 15 0% 93% 90059 13 0% 93% 92646 13 0% 93% 92648 13 0% 94% 92655 12 0% 94% 90222 11 0% 94% 90240 11 0% 94% 90278 11 0% 94% 90621 11 0% 94% 92708 11 0% 94% 92841 11 0% 94% 90002 9 0% 94% 90504 9 0% 94% 90714 9 0% 95% 92833 9 0% 95% 90040 8 ._0% _ 95% 92376 8 0% 95% 90033 7 0% 95% 90249 7 0% 95% 90638 7 0% 95% 90640 7 0% 95% 90710 7 0% 95% 90809 7 0% 95% 91750 7 0% 95% 92844 7 0% 95% 90275 6 0% 95% 90501 6 0% 95% 90604 6 0% 95% 90732 6 0% 96% 90742 6 0% 96% 90743 6 0% 96% 92630 6 0% 96% 90001 5 0% 96% 90019 5 0% 96% 90048 5 0% 96% 90247 5 0% 96% 90260 5 0% 96% 90274 5 0% 96% 90601 5 0% 96% 90717 5 0% 96% 91765 5 0% 96% 92626 5 0% 96% 92703 5 0% 96% Total LBCMC Discharges % of Total 6,705 2,831 4,919 5,059 3,224 779 3,824 2,357 3,245 2,543 5,081 2,493 5,515 3,023 56 i 3,318 1,290 �- 8,172 6,341 2,792 4,439 7,317 2,307 66 3,474 1,432 3,293 3,886 t 3,433 2,293 172 39 4,708 i 6,596 7,873 3,462 5,185 3,202 2,607 2,888 2,277 _ _------3,246 4,072 5,676 #DIV/0! 0% 1% 0% 0% 0% 2% 0% 0% 0% 0% 0% 0% 0% 0% 16% 0% 1% 0% 0% 0% 0% 0% 0% 11% 0% 0% 0% 0% 0% 0% 3% 15% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% Source: OSHPD 1998, excludes normal newborns Page 2 of 8 LONG BEACH COMMUNITY HOSPITAL PATIENT ORIGIN -1998 Cumulative % 96% 96% 96% 96% 96% 96% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 98% 98% 98% 98% 98% 98% Total LBCMC % of Total 0% 0% 0% 0% 0% 0% 1% 0% 0% 0% 0% 0% 0% 0% 100% 0% 0% 0% 0% 0% 0% 0% 0% 4% 0% 0% 0% 0% 0% 0% 0% 3% 0% 0% 0% 0% 0% 0% 67% 25% 11% 1% 0% 0% 0% Source: OSHPD 1998, excludes normal newborns Page 3 of 8 LBCMC Zip Code Discharges % of Total 92808 5 0% 92840 5 0% 92869 5 0% 90003 4 0% 90057 4 0% 90502 4 0% 90704 4 0% 91710 4 0% 92211 4 0% 92688 4 0% 92706 4 0% 92801 4 0% 92802 4 0% 92843 4 0% 9070 3 0% 90022 3 0% 90023 3 0% 90044 3 ._0% 90045 3 0% 90248 3 0% 90301 3 0% 90505 - 3 0% 90603 3 0% 90702 3 0% 91010 3 0% 91423 3 0% 91719 3 0% 91720 3 0% 91740 3 0% 91745 3 0% 91761 3 0% 92402 3 0% 92612 3 0% 92640 3 0% 92667 3 0% 92704 3 0% 92705 3 0% 93230 3 0% 25601 2 0% 33436 2 0% 85020 2 0% 89117 2 0% 90016 2 0% 90020 2 0% 90049 2 0% Cumulative % 96% 96% 96% 96% 96% 96% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 97% 98% 98% 98% 98% 98% 98% Total LBCMC % of Total 0% 0% 0% 0% 0% 0% 1% 0% 0% 0% 0% 0% 0% 0% 100% 0% 0% 0% 0% 0% 0% 0% 0% 4% 0% 0% 0% 0% 0% 0% 0% 3% 0% 0% 0% 0% 0% 0% 67% 25% 11% 1% 0% 0% 0% Source: OSHPD 1998, excludes normal newborns Page 3 of 8 LONG BEACH COMMUNITY HOSPITAL PATIENT ORIGIN -1998 Zip Code 90061 90063 90270 90277 90302 90303 90503 90605 90670 90721 90853 91108 91311 91708 91732 91737 91755 91786 91790 91801 91950 92260 92399 92507 92543 92627 92629 92641 92644 92670 92692 92712 92714 92782 92805 92831 93030 93031 93551 97303 98226 720 2114 2879 9082 LBCMC Discharges 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 2 1 1 1 1 % of Total 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% _-0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% Cumulative % 98% 98% 98% 98% 98% 98% 98% 98% 98% 98% 98% 98% 98% 98% 98% 98% 98% - 98% 98% 98% 98% 98% 98% 98% 98% 98% 98% 98% 98% 98% 98% 98% 98% 98% ! 98% 98% ! 98% ! 98% 98% j 98% 98% 98% 98% ! 98% 98% Total Dischar es LBCMC % of Total 3,138 0% 0% 0% 0% 0% 0% 0% 0% 0% 7% 18% 0% 0% 2% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 1% 0% 0% 7% 0% 0% 0% 0% 0% 2% 0% 13% 11% 100% 25% 50% 100% 6,093 2,443 3,177 3,174 2,833 4,240 3,724 1,703 27 11 1,150 3,535 96 6,838 11302 a 1,573 t 5,473 _ 5,342 t 5,170 I 5,828 'f. 3,914 r 4,377 3,973 _ 6,261 5,162 �� 2,562 501 326 496 3,585 28 664 1,059 _ 6,374 2,448 9,428 110 2,629 15 181 1 4 21 v� 1j Source: OSHPD 1998, excludes normal newborns Page 4 of 8 LONG BEACH COMMUNITY HOSPITAL PATIENT ORIGIN - 1998 Cumulative % 98% 98% 98% 98% 98% 98% 98% 98% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% Total LBCMC % of Total 100% 33% 33% 17% 33% 50% 33% 50% 8% 14% 50% 50% 33% 33% 20% 13% 17% 100% 50% 100% 100% 100% 50% 100% 20% 50% 33% 7% 6% 4% 3% 4% 1% 1% 0% 0% 0% 0% 0% 0% 0% 1% 0% 0% 0% Source: OSHPD 1998, excludes normal newborns Page 5 of 8 LBCMC Zip Code Discharges % of Total 9813 1 0% 12065 1 0% 14150 1 0% 15146 1 0% 22304 1 0% 23450 1 0% 30144 1 0% 32210 1 0% 33446 1 0% 33903 1 0% 44092 1 0% 45309 1 0% 48081 1 0% 48094 1 0% 58103 1 0% 60045 1 0% 60103 1 0% 61701 1 ._0% 62864 1 0% 64106 1 0% 66710 1 0% 68730 1 0% 70121 1 0% 73136 1 0% 76248 1 0% 80751 1 0% 83654 1 0% 83814 1 0% 85044 1 0% 85260 1 0% 85282 1 0% 85710 1 0% 89102 1 0% 89115 1 0% 90004 1 0% 90006 1 0% 90007 1 0% 90011 1 0% 90012 1 0% 90018 1 0% 90024 1 0% 90030 1 0% 90038 1 0% 90043 1 0% 90046 1 0% Cumulative % 98% 98% 98% 98% 98% 98% 98% 98% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% Total LBCMC % of Total 100% 33% 33% 17% 33% 50% 33% 50% 8% 14% 50% 50% 33% 33% 20% 13% 17% 100% 50% 100% 100% 100% 50% 100% 20% 50% 33% 7% 6% 4% 3% 4% 1% 1% 0% 0% 0% 0% 0% 0% 0% 1% 0% 0% 0% Source: OSHPD 1998, excludes normal newborns Page 5 of 8 LONG BEACH COMMUNITY HOSPITAL PATIENT ORIGIN -1998 Cumulative % 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% Total LBCMC % of Total 0% 1% 0% 0% 8% 0% 3% 1% 5% 0% 0% 0% 0% 0% 0% 2% 2% 1% 2% 6% 25% 7% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 5% 0% 0% Source: OSHPD 1998, excludes normal newborns Page 6 of 8 LBCMC Zip Code Discharges % of Total 90047 1 0% 90060 1 0% 90062 1 0% 90065 1 0% 90102 1 0% 90210 1 0% 90223 1 0% 90251 1 0% 90263 1 0% 90266 1 0% 90292 1 0% 90304 1 0% 90305 1 0% 90602 1 0% 90606 1 0% 90608 1 0% 90632 1 0% 90707 1 —0% 90733 1 0% 90734 1 0% 90832 1 0% 90840 1 0% 91101 1 0% 91103 1 0% 91106 1 0% 91107 1 0% 91204 1 0% 91206 1 0% 91302 1 0% 91316 1 0% 91384 1 0% 91706 1 0% 91709 1 0% 91724 1 0% 91739 1 0% 91744 1 0% 91768 1 0% 91770 1 0% 91773 1 0% 91776 1 0% 91911 1 0% 92037 1 0% 92060 1 0% 92061 1 0% 92064 1 0% Cumulative % 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% Total LBCMC % of Total 0% 1% 0% 0% 8% 0% 3% 1% 5% 0% 0% 0% 0% 0% 0% 2% 2% 1% 2% 6% 25% 7% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 5% 0% 0% Source: OSHPD 1998, excludes normal newborns Page 6 of 8 LONG BEACH COMMUNITY HOSPITAL PATIENT ORIGIN -1998 Zip Code 92067 92116 92117 92225 92252 92270 92284 92307 92330 92335 92336 92337 92345 92346 92365 92392 92410 92411 92413 92503 92504 92505 92506 92509 92530 92545 92557 92584 92586 92591 92605 92610 92616 92653 92654 92656 92672 92673 92680 92691 92715 92728 92803 92806 92807 LBCMC Discharges 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 1 % of Total 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% ._0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% Cumulative % 99%-�7 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% 99% _ _ 99%_ 99% 99% 99% 99% 99% 99% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% t 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% Total Discharges LBCMC % of Total 2 0% 0% 0% 0% 0% 0% 0% 0% 1% 0% 0% 0% 0% 0% 0% 0% 0% 0% 1% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0 o 2% 0% 3% 0% 2% 0% 0% 0% 0% 0% 0% 3% 1% 0% 0% 3,316 4,725 2,307 1,344 1,673 2,838 4,119 73 9,039 3,025 I 1,523 i-- 7,014 E 4,601 354 i 8,021 5,440 3,206 82 6,331 ? 4,931 3,514 3,722 5,745 3,994 f 4,256 3,446 1,103 ! 4,241 i 1,594 50 713 38 8,339 57 2,517 _ 4,083 1,037 1,529 r- 3,996 281 31 _ 151 2,953 - - - 2,955 Source: OSHPD 1998, excludes normal newborns Page 7 of 8 LONG BEACH COMMUNITY HOSPITAL PATIENT ORIGIN -1998 Total 10,603 Cumulative % 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% Total LBCMC 1, 1, 1. 2,219 5,551 4,610 1 6,746 — F 1,732 I 980 ,E 8,107 4,648 1.876 1,759 1,116 4,009 j 125 5.100 2,722 63 i 1 15 6 1 I 77- 2 1,038,776 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% %00 0% 0% 2% 100% 7% 17% 100% 6% 50% Source: OSHPD 1998, excludes normal newborns Page 8 of 8 LBCMC Zip Code Dischar-ges % of Total 92821 1 0% 92832 1 0% 92865 1 0% 92866 1 0% 92868 1 0% 92870 1 0% 93023 1 0% 93065 1 0% 93277 1 0% 93304 1 0% 93402 1 0% 93422 1 0% 93436 1 0% 93550 1 0% 93552 1 0% 93908 1 0% 94110 1 0% 94124 1 --0% 94306 1 0% 94588 1 0% 94949 1 0% 95124 1 0% 95306 1 0% 95351 1 0% 95670 1 0% 95688 1 0% 96140 1 0% 96440 1 0% 98002 1 0% 98055 1 0% 98080 1 0% 98502 1 0% 99111 1 0% 10,603 Cumulative % 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% 100% Total LBCMC 1, 1, 1. 2,219 5,551 4,610 1 6,746 — F 1,732 I 980 ,E 8,107 4,648 1.876 1,759 1,116 4,009 j 125 5.100 2,722 63 i 1 15 6 1 I 77- 2 1,038,776 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% 0% %00 0% 0% 2% 100% 7% 17% 100% 6% 50% Source: OSHPD 1998, excludes normal newborns Page 8 of 8 ATTACHMENT B MEDICAL STAFF SURVEY REPORT AUGUST 2000 Long Beach Community Hospital Survey and Analysis of Physicians' Support for Continued Operation after Oct. 2nd, Deadline. August 2000 J. T. Consulting Co. Joseph Tay, MBA Project Overview London & Pacific Healthcare Development, Inc., retained Joseph Tay, an independent healthcare consultant, to develop and implement a fast track initiative that will determine the level of support from the hospital's current medical staff for continued operation of Long Beach Community Hospital and to assess the physicians landscape in light of the impending deadline imposed by Catholic Healthcare West, the current owner, to close the hospital on or before October 2, 2000. A survey was developed and used as a tool to obtain the information needed. The survey consisted of 9 questions that range in importance from one to nine, and focused on the period after CHW transfers the facility to the City of Long Beach. The survey sought to determine the following: . • The level of support the continued operation of LBCH would receive from the physicians currently on staff • How that support is translated into business for the hospital, and what kind of business • What kind of inpatient services will meet their current pattern of practice, or what would be ideal to have • What would they accept as a minimum of services in a hospital in order for them to continue supporting it • What they liked about practicing at LBCH versus other competing hospitals in the area • Their final thoughts and/or comments on what they would like to see come about of the current situation The survey was conducted within well-defined parameters and generated findings and recommendations listed on the following pages. J T CONSULTING Page 1 Physicians Survey Parameters • The survey was conducted over a two-week period during the month of August 2000. The majority of physicians surveyed were contacted in one-on-one meetings, with the remainder conducted by telephone. • More than 40 physicians were surveyed, representing the core group that accounts for a significant percentage of admissions to LBCH. That is 40 out of a total active medical staff of 152, excluding physicians of HJ medical group. • In some instances, only one survey form was filled out for'the group where several physicians are practicing together out of one location, but admit to the hospital under one name or use a hospitalist. • The survey targeted primarily PCPs (primary care physicians), but also included some important specialists who admit patients or consult at the hospital. • No physicians from Harriman Jones Medical Group were contacted or surveyed, and admission data related to the their group were not included in the findings. • Physicians among the `core group' who recently relocated their offices or their practices to other hospital campuses were also surveyed. • For some of the questions, physicians provided approximate answers; if that wasn't feasible, statistics were obtained from their Mgr./Biller with their permission. • For physicians who were out of town, out of country, or did not return calls, the survey incorporated their admission data from previously documented reports. J T CONSULTING Page 2 Summary of Findings From the responses provided by physicians during the survey, their comments and perspectives on the situation could be summarized into two categories. The first includes reasons, opportunities and other factors that will help LBCH continuing to exist. The second consists of their concerns, uncertainties, and lack of ready -answers to some of the most vexing questions. • Cited Reasons for Continued Support of Hospital: 1. In what amounted to a universal answer, all the physicians surveyed said they would like to see the hospital somehow re-emerge after the imposed closure deadline passes. 90% of the respondents cited their frustration at the shortages of available beds at LB Memorial and at Los Alamitos hospitals. Additionally, 95% of physician respondents cited the horrendous waiting time their patients are currently experiencing at LB Memorial Emergency Dept. when compared to the relatively no -wait, excellent care experienced at LB Community ER Dept. This fact was particularly true for those physicians who had to switch their patients to LB Memorial recently due to managed care contractual obligations. 2. Ease of use of LBCH versus other hospitals in town was cited by 87% of the physicians surveyed. Especially the getting in -and -out for on -the -go providers in this hurried age of managed care. 3. Location... Location... Location. Again here, 76 % of the physicians surveyed said that, from the prospective of their practice and patients' convenience, Long Beach Community Hospital is in an ideal location, followed by Memorial at 54%, and Los Alamitos in third place among the top tier. Other area hospitals were far below in terms of location preference. It is helpful keeping in mind that most of these physicians have offices that serve residents of East Long Beach; and to them LBCH is centrally located, thus geographically irreplaceable. J T CONSULTING Page 3 4. Some of the physicians surveyed, who have some intimate knowledge of the LBCH operation, stated that one big reason to keep the hospital open is the steady volume to the ER Dept., which has not only held steady throughout the current situation, but also gained volume. (Currently stands at little over 2,400 visits per month between urgent care and ER.). Those physicians cite the profitability of this Dept. and its valuable contribution to the hospital's bottom line in addition to the crucial services it provides to the surrounding community. 5. Almost universally, 91 % of the physicians surveyed thought the nursing care and ancillary services at LBCH including Radiology, Pathology and Lab were excellent, thus translating into better care for their patients, especially when compared with response time of same services at other hospitals. Half of those commenting on this point went on to add that some outpatient care programs at LBCH such as the Disease Management clinic, and Pain Management clinic, were very valuable to their practices. 6. 65% of the physicians agreed with the LA County Emergency Medical Services Commission Report about the importance of LBCH, especially the ER services. They say if no hospital was there to back up the ER, it could pose additional risk for the safety of their patients, and put undue burden on them. 7. 100% of the physicians surveyed cited the friendly atmosphere and the close-knit family environment the hospital had as one of the reasons they would support the continued presence of LBCH, and would come back if they had already moved their practice away. J T CONSULTING Page 4 • Cited Concerns and Uncertainties: 1. Mostly all of the physicians interviewed, especially the ones still admitting at LBCH now, expressed concerns of what will become of the hospital after the closure date. 2. Current owners have already announced that on September 8th, they will stop all inpatient surgeries. On September 15th, they will stop all outpatient surgeries, thus winding the operation at the hospital to a complete halt shortly after. Few knowledgeable physicians interviewed, who had discussed this issue with their hospital-based colleagues, thought any new owner has tomove extremely fast to re -activate licenses and permits for most ancillary services which may be feasible if CHW only suspended them. But they say the Laboratory Licensing is a more complicated story, since the regulations state, that if you close your hospital lab for one single day, you have to re -apply all new to HCFA for re -certification from scratch; and in the case of LBCH, those who know say it would be extremely difficult to attain that. I Some very loyal physician -supporters of the hospital said that they might be able to tolerate a reasonable period of time for closure/transfer to new ownership, during which the hospital may be closed (about 60 days) but no more than that. They added that, if the closure/transfer-period drags on, the consequence could be irreversible damage in terms of losing medical staff. The point being, it is extremely difficult in this day and.age to re- assemble a medical staff again. Those concerns are represented in physicians who already left or are leaving LBCH gradually. 4. Although 95% of the physicians surveyed said they would be supportive of a re-emerging hospital, that is where the consensus stopped. When asked what kind of a hospital they would like, a full service versus basic Med. Surg., and if it is the latter, what kind of services should it have? The answers were widely varied. To illustrate J T CONSULTING Page 5 the variations in responses, here is a snapshot of the opinions mentioned during the interviews: PCPs said they would support a hospital without Heart, Neonatal or other high-end tertiary care programs. They said they're happy sending those cases to Memorial Cardiologists said they would like to have a surgical program in place to support their Cathorization procedures, otherwise they wouldn't feel safe performing Stents, PTCAs, etc.. OBGYNs said they would like the hospital when it re-emeges to have both a pediatric unit, 24 hrs. Anesthesia, and at a minimum a Neonatalogist 24hrs.-on-call, that to back them up in case newborns get in trouble, otherwise it would be very difficult for them to work at such facility. - Ortho -Surgeons said they would like to have a pediatric unit so they could take on children cases which constitute good part of their practicds. Although a mid -way solution to their request can be accommodated, one thing is sure, LBCH was cited in the past for putting peds into adult beds and certainly cannot do that again. Pediatricians want a full Peds. Department. 5. Of the physicians surveyed, 90% said they have concerns about long term financial viability of the hospital. They don't want to see the hospital resurrected on loose financial footings only to close again a year later. 6. Small percentage interviewed said the have concern about loss of skilled hospital-based medical staff, including Radiologists, Anesthesiologists, and others specialty care nurses. 7. Several physicians surveyed had learned of St. Mary Medical Center's plan of setting up a large, yet un- announced, urgent care clinic right next door to the LBCH (Traffic Circle Bldg.). This clinic would refer patients to SMMC for further treatment, and would further confuse the surrounding community residents about ownership. Concern was expressed about the prospects of this plan, and its impact LBCH urgent care and ER operation. J T CONSULTING Page 6 Compiled Results of Survey: J T CONSULTING Page 7 r �r ,..�. ':F�.3'!?:1�si! ,�^ •a.;F �.�v: ����"[ rY:1^� ,'vn �. ..�. '��w� �@A. 1 Are you interested in staying at LBCH or moving to 95% interested in staying at LBCH if it remains open another acili ? 2 If you plan to stay, how interested would you be in 91 % are interested in a non -managed care hospital Some suggested helping to establish a non -managed care hospital? taking managed care in 2 years 3 If you stay, what kind of hospital would like to have, 46% would like Full -Service hospital The 46% who full service or basic Med.Surg. with various Specialty 50% would like Med.Surg. hospital want full service Care Programs, ie: Geri -psych., Oncology, 4% would work with either model consisted of 40% Cardiology, Pain Mgt., Etc. PCPs & 60% Spc. 4 Does it matter to you if the hospital is 96% NO., it does not matter owned/managed by non-profit versus for profit entity? Breakdown your patients' mix by percentages? Managed Care Volume: 5 (0-20%)---(20-40%)---(40-60%)—(60-80%">80%) 35% 12% 32% 18% 3% How to read the answers: (in the next column, first line of percentages refer to Medicare FFS Volume: volume of that financial class out of total patient mix. (0-20%)---(20-40%)---(40-60%"60-80%)—(>80%) Second line of percentages right below it, refer to 23% 41% 19% 16% 0 number of physicians out of all those surveyed with their respective volume of that financial class) PPOs & POS Volume: (0-20%)---(20-40%)---(40-60%"60-80%)—(>80%) 55% 26% 12% 7% 0 J T CONSULTING Page 7 5 "Continued" answers to question # 5. Cash/Self Pay Volume: (0-20%)---(20-40%)---(40-60%)—(60-80%)—(>80%) 89% 10% 0 0 0 Medi -Cal Volume: (0-20%)---(20-40%)---(40-60%"60-80%)—(>80%) 72% 10% 12% 6% 6 How many monthly hospital admissions you are Managed care admissions per month: generating from your practice for each financial # of admissions:(1-2)------ (3-5) ------- (6-9) ------ (>_10) Potential number class? % of physicians: 55% 19% 12% 2% of admissions Note: I extracted from In compiling the responses to this question, the Medicare FFS admissions per month: physicians' following applied: # of admissions:(1-2)------ (3-5) ------- (6-9) ------ (>_10) responses is: • Admissions counted were only for inpatient stays % of physicians: 37% 28% 19% 6% 24 hrs. or over. Medicare FFS: • No outpatient or day -surgery admissions were PPO & POS admissions per month: 131 admissions per included. # of admissions:(1-2)------ (3-5) ------- (6-9) ------ (>_10) month. • OB deliveries were NOT included as admissions % of physicians: 38% 23% 6% 0 so not to skew the results. PPOs & POSs: • The second row of data representing "percentage Cash/Self-Pay/Others admissions per month: 29 admissions per of physicians" does NOT equal to 100%, due to # of admissions:(1-2)------ (3-5) ------- (6-9) ------ (>_10) month some physicians' lack of admissions. % of physicians 9% 3% 0 0 Cash/ self pay/othr MediCal admissions per month: 1 admission per Most MediCal volume represented OB deliveries and month Pediatric cases. When those were excluded, very little was left to account for. So, other than the OBGYNs & Pediatricians, these physicians had a negligible or zero MediCal volume in their practices. J T CONSULTING Page 8 J T CONSULTING Page 9 Physicians' 7 answers to this What kind of inpatient acute-care services your Medicare FFS patients admitted for: question, although patients needed most when admitted. List in general -CHF, Circulatory & Heart related: 50% of the times based on rough for each class of patients, but especially for Medicare -Pneumonia/Lung Diseases: 15% estimates, still lead FFS and PPO/POSpatients. Base your answer on -Orthopedic related causes: 15% to two important your last 12 months experience? -Psyche related: 5% conclusions: -All others combined: 15% a) if you are going to rely in PPOs, POS, / Others admitted for: the future on Note: Varying djagnosises with no emphasis on any Medicare FFS Although Neonatalogy, Pediatric and Heart services particular disease: 100% as one of the have not been available at LBCH for past several main financial months, surveyed physicians were speaking in MediCal patients admitted for: classes, you general terms. -Deliveries/Women Services: 70% may want to -Pediatric cases: 20% have some -Very little (everything else) diagnoses: 10% kind of modified heart services in place, if not a full service heart program. b) Having OB and Peds departments will surely attract more MediCal J T CONSULTING Page 9 8 What did you like most about working at LBCH in the Answers were summarized in previous section of this past? And why do want to work there again? report. What would you like to see happens from all this? Answers were summarized in previous sections and in 9 Your comments? the final recommendations of this report. Consistenly Top 40 admitting physicians to LBCH: (PCPs and Specialists) Thomas Hendon, MD. (PCP) (OBGYNs only) John Cardin, MD. Richard Wigod, MD. (PCP) I Nicholas Lee, MD. Andrew Manos, MD. (PCP) Helen Mahoney, MD. Joseph Au, MD. (PCP) Arthur Lunsk, MD. Jared Piety, MD. (PCP) Reginald Yeske, MD. (PCP) Larry Walydrop, MD. (PCP) J T CONSULTING Page 10 Ronald Phillip, MD. (PCP) Cornelia Barton, MD. (PCP) Tony Sotelo, MD. (PCP) Guy Lemire, MD. (PCP) George Hancok, MD. (Spec.) Andrew Stanitsas, DO. (PCP) Dennis Clark, MD. (PCP) Jerry Miller, MD. (PCP) John Prosser, MD. (PCP) Nancy Eugenio, MD. (PCP) Winston Chung, MD. (PCP) Kenneth Carell, MD. (PCP) William Ross, MD. (PCP) J T CONSULTING Page 11 George Field, MD. (PCP) Pitar Mitreveski, MD. (Spec.) Douglas Garland, MD. (Spec.) Eknath Deo, MD. (Spec.) Robert Goebel, MD. (Spec.) Joe Golden , MD. (Spec.) Jack Rubin, MD. (PCP) Marvin Appel, MD. (Spec.) Rene Perez -Silva, MD. (PCP) Gerald Cohen, MD. (PCP) Clayton DeJong, MD. (PCP) John Issa, MD. (PCP) Mike Vasilomanalakis, MD. (Spec.) J T CONSULTING Page 12 Robert Shuman, MD. (Spec.) William Stanton, MD. (Spec.) Phillip Hill, MD. (Spec.) The survey was based on input of above top admitting providers. For some of them, admission statistics were retrieved from current and /or past admission data. r Recommendations: The following recommendations were extracted from physicians' responses, mainly to question number 9, where it allowed the physician to freely express what they would like to see happen of the current situation, and what steps in their opinions should be taken during the transition phase and after the hospital re -opens. • Minimize or halt if possible the loss of medical staff to other facilities. • Bring pre-CHW administration team back. • Start as a basic Med.Surg. for the first two years, but definitely add managed care thereafter. • Resurrect LBCH with strong outpatient programs ie: Diabetes, Pain Management, Disease Management, etc. • Resurrect the hospital but try the best to keep it under "Local Control". J T CONSULTING Page 13 • When you open the hospital again, let physician have greater role in management • Retrofit the tower part of the hospital, but have the city help with cost, why only help the Aquarium!! • Manage the hospital better that CHW has done. • Be more aggressive in you billing and collection effort. It has been a weak link of the operation for 5 years. • Focus on Specialty Care programs that make money: ie geri-psych, foot -care program, etc. • Enhance the ER even more, it is been very good. • Resurrect the hospital and model it after Los Alamitos, duplicate that formula if possible. • Make sure you have at least the following: ER, OR, and ICU, the rest can be added gradually. • It not important to have a TCU on hospital ground when you open back up, eliminate it. • Make sure the business office is on campus and run by competent people. • Explore partnering with Memorial, but get guarantees first not to turn LBCH into a SNF. • Have a small surgical program in place to support the Cardiologists, not a full open heart surg. program • Don't take on any captitated contracts J T CONSULTING Page 14 ® Have a local community Board be in charge. ® Add OB after 6 months, then add Heart in about a year from the date you open back up. • Do not be part of any "damn" healthcare chains!! Try your best no to. ® Make sure the facility is operating at a minimum level even during transition, switching the lights off, may cause more irreversible damage in the long run. ® Learn from the mistakes of CHW and UniHealth, neither knew how to run hospitals. In conclusion, I hope the above information will be helpful in formulating your business plan. The involvement and input of the medical staff in any hospital operation is crucial, it is more so in the case of LBCH. I will be available to answer any questions you may have regarding this survey. Thanks. J T CONSULTING Page 15 ATTACHMENT C CHLB SERVICE AREA HOSPITAL UTILIZATION BY ZIP CODE AND PAYER 1998 LBCMC SERVICE AREA BY SUB -MARKET PATIENT DAYS BY ZIP CODE AND PAYER -1998 Market Area Zip Code Commercial HMO Medi -Cal Medicare Other PPO Total NE 90706 1,161 6,771 10,224 18,535 3,324 2,536 42,551 NE 90712 423 3,998 1,482 9,721 1,116 1,477 18,217 NE 90713 556 3,212 972 7,304 759 1,393 14,196 NE 90808 739 4,456 1,596 10,600 981 2,294 20,666 NW 90220 564 4,411 11,406 11,506 3,561 700 32,148 NW 90221 482 3,599 12,912 7,893 3,368 661 28,915 NW 90746 530 4,702 2,484 5,643 1,457 1,029 15,845 NW 90747 1 9 57 18 2 - 87 NW 90805 1,057 7,458 13,695 18,214 6,198 2,724 49,346 NW 90807 816 3,541 2,321 15,410 1,347 1,430 24,865 SE 90720 406 1,885 516 6,479 901 1,450 11,637 SE 90740 434 2,171 294 ' 18,006 644 1,144 22,693 SE 90803 637 2,648 1,578 8,109 1,478 1,960 16,410 SE 90804 438 3,854 5,631 8,662 2,498 876 21,959 SE 90814 303 1,760 972 4,323 550 676 8,584 SE 90815 848 4,249 1,449 12,020 913 2,059 21,538 SE 90840 - 19 1 57 - - 77 SW 90744 715 3,346 8,673 7,750 2,952 854 24,290 SW 90745 778 6,425 7,699 12,706 2,680 1,859 32,147 SW 90802 826 3,070 6,623 16,098 3,433 759 30,809 SW 90806 1,024 4,409 10,445 13,441 3,872 1,137 34,328 SW 90810 449 3,434 6,153 8,518 1,964 786 21,304 SW 90813 1,756 3,308 13,866 12,949 5,212 816 37,907 SW 90822 - 2 2 12 27 7 50 TOTAL 14,943 82,737 121,051 233,974 49,237 28,627 530,569 Source: OSHPD 1998 Discharge Date, excluding normal newborn Page 1 of 1 LBCMC SERVICE AREA BY SUB -MARKET DISCHARGES BY ZIP CODE AND PAYER -1998 Market Area Zip Code Commercial HMO Medi -Cal Medicare Other PPO Total NE 90706 326 1,989 2,138 2,951 679 590 8,673 NE 90712 129 1,015 334 1,576 167 405 3,626 NE 90713 127 869 205 1,208 142 364 2,915 NE 90808 185 1,193 315 1,737 158 531 4,119 NW 90220 133 1,206 2,222 1,699 681 156 6,097 NW 90221 113 1,034 2,727 1,038 650 164 5,726 NW 90746 103 1,049 494 878 270 191 2,985 NW 90747 1 2 10, 5 2 - 20 NW 90805 251 2,193 3,103 2,689 1,023 606 9,865 NW 90807 167 914 473 2,059 235 307 4,155 SE 90720 97 516 121 1,103 125 394 2,356 SE 90740 116 556 69' 3,205 125 334 4,405 SE 90803 173 706 240 1,243 211 459 3,032 SE 90804 117 1,106 1,369 1,145 456 219 4,412 SE 90814 85 453 274 574 123 187 1,696 SE 90815 230 1,103 291 1,786 184 490 4,084 SE 90840 - 4 1 10 - - 15 SW 90744 164 1,054 2,027 1,258 634 235 5,372 SW 90745 225 1,719 1,457 2,215 566 439 6,621 SW 90802 174 902 1,471 2,102 600 196 5,445 SW 90806 211 1,196 2,041 1,772 639 300 6,159 SW 90810 120 877 1,130 1,250 352 200 3,929 SW 90813 212 946 3,168 1,680 861 257 7,124 SW 90822 - 1 1 5 7 47 61 TOTAL 3,459 22,603 25,681 35,188 8,890 7,071 102,892 Source: OSHPD 1998 Discharge Date, excluding normal newborn Page 1 of 1 LBCMC SERVICE AREA BY SUB -MARKET AVERAGE LENGTH OF STAY BY ZIP CODE AND PAYER -1998 Market Area Zip Code Commercial HMO Medi -Cal Medicare Other PPO Total NE 90706 3.56 3.40 4.78 6.28 4.90 4.30 4.91 NE 90712 3.28 3.94 4.44 6.17 6.68 3.65 5.02 NE 90713 4.38 3.70 4.74 6.05 5.35 3.83 4.87 NE 90808 3.99 3.74 5.07 6.10 6.21 4.32 5.02 NW 90220 4.24 3.66 5.13 6.77 5.23 4.49 5.27 NW 90221 4.27 3.48 4.73 7.60 5.18 4.03 5.05 NW 90746 5.15 4.48 5.03 6.43 5.40 5.39 5.31 NW 90747 1.00 4.50 5.70 ' 3.60 1.00 - 4.35 NW 90805 4.21 3.40 4.41 6.77 6.06 4.50 5.00 NW 90807 4.89 3.87 4.91 7.48 5.73 4.66 5.98 SE 90720 4.19 3.65 4.26 5.87 7.21 3.68 4.94 SE 90740 3.74 3.90 4.26 ' 5.62 5.15 3.43 5.15 SE 90803 3.68 3.75 6.58 6.52 7.00 4.27 5.41 SE 90804 3.74 3.48 4.11 7.57 5.48 4.00 4.98 SE 90814 3.56 3.89 3.55 7.53 4.47 3.61 5.06 SE 90815 3.69 3.85 4.98 6.73 4.96 4.20 5.27 SE 90840 - 4.75 1.00 5.70 - - 5.13 SW 90744 4.36 3.17 4.28 6.16 4.66 3.63 4.52 SW 90745 3.46 3.74 5.28 5.74 4.73 4.23 4.86 SW 90802 4.75 3.40 4.50 7.66 5.72 3.87 5.66 SW 90806 4.85 3.69 5.12 7.59 6.06 3.79 5.57 SW 90810 3.74 3.92 5.45 6.81 5.58 3.93 5.42 SW 90813 8.28 3.50 4.38 7.71 6.05 3.18 5.32 SW 90822 - 2.00 2.00 2.40 3.86 0.15 0.82 TOTAL 4.32 3.66 4.71 6.65 5.54 4.05 5.16 Source: OSHPD 1998 Discharge Date, excluding normal newborn Page 1 of 1 ATTACHMENT D SELECTED FINANCIAL DATA OF COMPARABLE HOSPITALS IN SOUTHERN CALIFORNIA 1999 Financial Performance of Select Southern California Hospitals FAC -NO 106190017 106190243 106190949 106301205 106190422 106190812 106190475 FAC -NAME Alhambra Hospital Downey Community Henry Mayo Newhall Hoag Memorial Torrance Memorial Valley Presbyterian AVERAGE LONG BEACH COMI BEG -DATE 07/03/98 07/01/98 10/01/97 09/07/97 01/01198 11/01/97 12/01/98 END -DATE 06/30/99 06/30/99 09/30/98 09/05/98 12/31/98 10/31/98 06/30/99 DAY -PER 363 365 365 364 365 365 212 DATA -IND AUDITED IN PROCESS AUDITED AUDITED AUDITED AUDITED AUDITED COUNTY 19 19 19 30 19 19 19 TYPE_CNTRL INVESTOR NON-PROFIT NON-PROFIT NON-PROFIT NON-PROFIT NON-PROFIT NON-PROFIT TYPE -CARE GENERAL GENERAL GENERAL GENERAL GENERAL GENERAL GENERAL CITY ALHAMBRA DOWNEY VALENCIA NEWPORT BEACH TORRANCE VAN NUYS LONG BEACH BED _LIC 144 199 273 416 380 347 293 278 BED -AVL 144 186 216 356 360 347 268 278 BED_STF 105 186 216 356 251 347 244 160 DAY_MCAR 16,722 19,422 26,664 38,817 26,364 26,185 25,696 8,444 DAY_MCAL 17,931 4,880 2,489 809 5,704 18,723 8,423 4,218 DAY_CNTY - - 260 1,161 - - 237 9 DAY THRD 3,035 18,477 17,861 53,538 57,677 15,196 27,631 13,421 DAY_OTH 719 1,344 3,547 5,179 2,659 1,214 2,444 1,111 DAY TOT 38,407 44,123 50,821 99,504 92,404 61,318 64,430 27,203 VIS MCAR 4,317 12,458 7,123 53,104 23,644 21,487 20,356 7,860 VIS_MCAL 2,282 3,648 6,984 967 3,023 25,875 7,130 5,755 VIS_CNTY - - 1,439 2,422 - - 644 596 VIS THRD 2,292 33,662 27,326 142,514 105,331 55,645 61,128 23,599 VIS_OTH 1,858 4,397 13,082 12,955 8,556 15,114 9,327 9,299 VIS -TOT 10,749 54,165 55,954 211,962 140,554 118,121 98,584 47,109 DAY -HMO - 8,726 17,158 26,606 43,618 7,217 17,221 4,320 DAY -MAN -CR 2,563 3,715 703 22,969 14,000 7,212 8,527 7,597 VIS_HMO - 11,472 4,250 70,128 50,943 22,913 26,618 2,093 VIS -MAN -CR 2,252 4,884 234 71,114 30,300 18,625 21,235 14,752 DAYS PIPS - - - 26,606 - - 4,434 - GR_PT REV 90,177,085 253,894,877 180,579,718 485,406,175 470,808,425 222,159,689 283,837,662 111,579,414 DED -FR -REV 55,824,246 178,628,975 108,098,320 217,315,258 309,353,619 139,292,329 168,085,458 71,456,531 NET -PT -REV 34,352,839 75,265,902 72,481,398 268,090,917 161,454,806 82,867,360 115,752,204 40,122,883 OTH_OP_REV 212,122 908,085 2,531,352 10,710,337 - 1,197,721 2,593,270 308,565 TOT -OP -EXP 32,371,012 86,496,315 77,804,755 257,008,648 152,032,859 81,652,620 114,561,035 50,796,052 NET FRM_OP 2,193,949 (10,322,328) (2,792,005) 21,792,606 9,421,947 2,412,461 3,784,438 (10,364,604) NONOP_REV 31,105 12,445,781 - 46,715,586 11,445,791 5,795,787 12,739,008 190,135 NONOP EXP 33,934 1,375,540 599,297 757,725 - 4,008,785 1,129,214 - INC -TAX _ - - - EXT -ITEM - - - - 169,429 _ 28,238 - NET INCOME 2,191,120 747,913 (3,391,302) 67,750,467 20,867,738 4,030,034 15,365,995 (10,174,469) GR_IP MCAR 38,283,147 76,636,574 59,463,933 129,061,890 100,229,640 71,227,075 79,150,377 21,762,375 GR_IP_MCAL 28,967,028 16,247,469 6,752,055 2,909,693 21,038,216 63,838,001 23,292,077 14,117,389 GR_IP_CNTY - - 962,039 3,657,898 - - 769,990 39,228 GR_IP_THRD 7,677,341 85,279,633 55,623,877 187,848,485 235,090,020 54,884,882 104,400,706 46,590,578 GR_IP_OTH 2,220,100 5,047,395 13,037,505 16,324,856 11,247,239 5,171,671 8,841,461 3,733,339 Pagel of 4 Financial Performance of Select Southern California Hospitals FAC -NO FAC -NAME GRIP TOT GR -OP MCAR GR OP_MCAL GR_OP_CNTY GR_OP_THRD GR_OP_OTH GR -OP -TOT NETRV MCAR NETRV MCAL NETRV CNTY NETRV THRD NETRV OTH EXP DLY EXP -AMB EXP ANC EXP -PIP EXP -RES EXP -ED EXP -GEN EXP FISC EXP -ADM EXP_UNASSG EXP -SAL EXP -BEN EXP_PHYS EXP_OTHPRO EXP_SUPP EXP_PURCH EXP_DEPRE EXP -LEASES EXP_INSUR EXP_INTRST EXP_OTH CUR -ASST ASST_LIMTD NET -PPE CONST_PROG INV_OTH INTAN_ASST TOT -ASST CUR_LIAB DEF_CRED NET_LTDEBT EQUITY 106190017 Alhambra Hospital 77,147,616 5,100,125 2,773,524 3,635,743 1,520,077 13,029,469 18,229,417 11,752,941 3,147,226 1,223,255 9,529,101 1,136,003 9,620,664 6,200,831 1,194,473 3,312,720 1,377,220 11,654,958 2,921,885 386,920 1,108,276 5,454,915 7,678,574 308,798 1,041,422 227,321 121,954 1,465,989 6,409,986 2,760,889 9,170,875 7,196,976 1,973,899 106190243 Downey Community 183,211,071 17,436,139 3,747,287 46,099,865 3,400,515 70,683,806 33,297,409 4,519,114 30,691,605 6,757,774 13,349,100 4,419,087 32,110,608 1,577,402 12,893,614 3,929,892 9,877,850 8,338,762 38,554,576 8,395,446 317,080 3,085,431 15,183,038 6,223,231 5,972,434 112,947 733,327 3,179,091 4,739,714 15,296,400 99,760,609 37,045,508 3,630,559 28,714,924 184,448,000 16,407,396 1,275,913 54,128,691 112,636,000 106190949 Henry Mayo Newhall 135,839,409 9,031,735 1-,577,337 1,110,538 24,996,484 8,024,215 44,740,309 30,786,518 2,995,269 1,692,184 23,383,476 13,623,951 13,571,857 3,740,107 28,203,699 2,742,617 12,026,616 3,309,365 6,027,102 8,183,392 27,098,759 3,958,439 236,700 11,246,344 20,705,001 3,904,549 640,251 922,614 4,433,612 4,658,486 28,804,788 2,680,249 45,956,029 11,181,600 21,944,235 110,566,901 20,874,312 50,685,160 39,007,429 106301205 Hoag Memorial 339,802,822 39,468,238 470,780 1,344,947 97,190,926 7,128,462 145,603,353 69,626,657 9,521,505 2,142,428 172,348,353 14,451,974 33,489,398 10,059,752 93,570,514 27,792,192 30,122,069 7,427,629 33,113,812 21,433,282 82,378,136 28,450,058 3,710,822 6,995,386 48,311,742 44,711,662 17,660,577 5,024,596 2,062,638 6,692,484 11,010,547 44,364,402 537,721,284 125,022,304 36,882,433 18,263,071 1,393,215 763,646,709 77,711,065 9,121,288 191,604,866 485,209,490 106190422 Torrance Memorial 367,605,115 18,885,828 4,099,623 73,280,654 6,937,205 103,203,310 46,542,858 7,030,571 97,543,212 10,338,165 23,991,037 3,543,953 62,128,655 31,344,515 4,003,997 13,050,834 13,969,868 58,740,866 19,241,649 2,254,416 31,599,415 14,998,053 13,850,177 3,230,698 819,122 2,389,426 4,909,037 33,475,251 138,939,699 83,802,988 4,298,920 703,970 261,220,828 54,923,137 42,078,530 164,219,161 106190812 Valley Presbyterian 195,121,629 7,248,623 4,788,455 14,264,407 736,575 27,038,060 51,147,807 20,551,104 10,799,336 369,113 18,606,414 1,818,669 28,531,096 12,690,985 2,517,789 9,474,866 8,012,801 28,984,827 11,859,371 1,222,158 4,835,514 13,634,992 7,212,109 5,251,684 515,610 1,125,102 2,894,756 4,116,497 48,831,524 45,843,724 2,007,448 25,155,298 2,107,470 123,945,464 22,735,394 442,296 48,805,000 51,962,774 106190475 AVERAGE LONG BEACH COMI 216,454,610 86,242,909 16,195,115 4,756,045 2,909,501 1,763,437 409,248 71,340 43,244,680 16,664,621 4,624,508 2,081,062 67,383,051 25, 336,505 41,605,111 11,429,764 9,395,084 2,581,916 639,102 110,568 56,318,868 24,384,200 7,794,039 1,616,435 18,756,151 7,893,901 4,119,595 1,537,187 42,360,873 14,285,385 5,089,135 5,707,441 - 4,241 262,900 - 17,646,438 6,661,049 3,730,524 1,098,635 12,476,197 7,343,268 10,219,221 6,264,945 41,235,354 15,159,192 12,471,141 5,032,768 939,497 1,131,727 3,085,954 1,911,271 20,905,074 6,485,790 16,921,438 14, 059,625 7,824,703 2,731,247 1,760,921 637,694 981,687 1,166,315 3,285,221 481,123 5,150,045 1,999,300 29,530,392 12,992, 007 129,850,307 - 66,278,426 26,376,131 9,666,827 1,508,894 15,796,916 200,000 1,043,596 - 242,166,463 41,077,032 33,308,047 23,101,501 1,806,583 3,351,282 64,550,375 15, 932,600 142,501,459 (1,308,351) Page 2 of 4 Financial Performance of Select Southern California Hospitals FAC _NO 106190017 106190243 106190949 106301205 106190422 106190812 106190475 FAC -NAME Alhambra Hospital Downey Community Henry Mayo Newhall Hoag Memorial Torrance Memorial Valley Presbyterian AVERAGE LONG BEACH COMI LIAB_EQ 9,170,875 184,448,000 110,566,901 763,646,709 261,220,828 123,945,464 242,166,463 41,077,032 CASH 889,876 - 9,303 - 4,282,011 3,863,124 1,507,386 27,029 BLDGS - 6,693,747 59,263,983 95,604,626 127,537,546 76,050,286 60,858,365 13,214,069 EQUIPMENT - 47,986,722 28,021,562 152,690,200 62,999,148 45,902,537 56,266,695 12,876,249 TOT -PPE - 104,095,859 91,546,789 292,998,844 196,534,623 123,540,045 134,786,027 29,107,379 ACC_DEPRE - 67,050,351 45,590,760 167,976,540 112,731,635 77,696,321 78,507,601 2,731,248 MORT PAY - - - - - - - - CAP_LEASE - - 16,935,465 - - - 2,822,578 - BOND_PAY - - 34,474,695 191,000,000 43,343,530 51,980,000 53,466,371 16,736,556 TOT LTDEBT - 56,348,691 51,410,160 191,647,191 43,343,530 51,980,000 65,788,262 16,736,556 CUR -MAT - 2,220,000 725,000 42,325 1,265,000 3,175,000 1,237,888 803,956 INTER_REC - 19,462,627 23,843,159 5,434,304 - 14,674,728 10,569,136 - INTER_PAY - - - - - - 4,609,683 CUR -RAT 0.89 5.74 1.38 6.42 3.14 2.15 3.29 0.56 DAYS -AR 36.01 51.22 65.05 36.83 54.36 80.03 53.92 57.89 BD -RATE 2.28 2.5 1.96 1.'85 1.5 0.54 1.77 2.89 LTD ASST 0 29.35 45.84 25.09 16.11 39.38 25.96 38.79 NET RTN_EQ 111 0.66 -8.69 13.96 12.71 7.76 22.90 777.66 OP -MARGIN 6.35 '-13.55 -3.72 7.82 5.84 2.87 0.94 -25.64 AGE PLANT 0 11.23 11.68 9.51 8.14 14.79 9.23 1 PPE -BED - 204,402 209,295 389,194 231,847 137,900 195,440 100,306 Days Cash on Hand 10.13 - 0.05 - 11.31 18.46 5.15 0.21 A/R Turnover 10.14 7.13 5.61 9.91 6.71 4.56 6.77 6.31 Gross Revenue per Day Medicare 2,289.39 3,945.86 2,230.12 3,324.88 3,801.76 2,720.15 3,080.30 2,577.26 Medi -Cal 1,615.47 3,329.40 2,712.76 3,596.65 3,688.33 3,409.60 2,765.40 3,346.94 County Indigent #DIV/01 #DIV/01 3,700.15 3,150.64 #DIV/O! #DIV/01 3,251.19 4,358.67 Other Third 2,529.60 4,615.45 3,114.26 3,508.69 4,075.98 3,611.80 3,778.44 3,471.47 Other 3,087.76 3,755.50 3,675.64 3,152.13 4,229.88 4,260.03 3,618.11 3,360.34 Total 2,008.69 4,152.28 2,672.90 3,414.97 3,978.24 3,182.13 3,359.56 3,170.35 Gross Revenue per OP Visit Medicare 1,181.40 1,399.59 1,267.97 743.23 798.76 337.35 795.61 605.09 Medi -Cal 1,215.39 1,027.22 225.85 486.85 1,356.14 185.06 408.07 306.42 County Indigent #DIV/0! #DIV/0! 771.74 555.30 #DIV/0! #DIV/01 635.97 119.70 Other Third 1,586.28 1,369.49 914.75 681.97 695.72 256.35 707.44 706.16 Other 818.13 773.37 613.38 550.25 810.80 48.73 495.82 223.79 Total 1,212.16 1,304.97 799.59 686.93 734.26 228.90 683.51 537.83 % Deductions (IP + OP) Medicare 58% 65% 55% 59% 61% 35% 56% 57% Page 3 of 4 Financial Performance of Select Southern California Hospitals FAC -NO 106190017 106190243 106190949 106301205 106190422 106190812 FAC -NAME Alhambra Hospital Downey Community Henry Mayo Newhall Hoag Memorial Torrance Memorial Valley Presbyterian Medi -Cal 63% 77% 64% -182% 72% 70% County Indigent #DIV/01 #DIV/0! 18% 57% #DIV/0! #DIV/01 Other Third 72% 77% 71% 40% 68% 84% Other 67% 20% 35% 38% 43% 94% Total 62% 70% 60% 45% 66% 63% Paver Mix by Days Medicare 44% 44% 52% 39% 29% 43% Medi -Cal 47% 11% 5% 1 % 6% 31% County Indigent 0% 0% 1% 1% 0% 0% Other Third 8% 42% 35% 54% 62% 25% Other 2% 3% 7% 5% 3% 2% Paver Mix by OP Visits Medicare 40% 23% 13% 25% 17% 18% Medi -Cal 21% 7% 12% U% 2% 22% County Indigent 0% 0% 3% 1% 0% 0% Other Third 21% 62% 49% 67% 75% 47% Other 17% 8% 23% 6% 6% 13% Total Patient Days 38,407 44,123 50,821 99,504 92,404 61,318 Total OP Visits 10,749 54,165 55,954 211,962 140,554 118,121 Adjusted Patient Days 44,894 61,146 67,559 142,141 118,346 69,815 Expenses per APD Salaries & Wages 259.61 630.53 401.11 579.55 496.35 415.17 Employee Benefits 65.08 137.30 58.59 200.15 162.59 169.87 EB Percentage 25% 22% 15% 35% 33% 41% MD Professional Fees 8.62 5.19 - 26.11 - 17.51 Oth Professional Fees 24.69 50.46 3.50 49.21 19.05 69.26 Supplies 121.51 248.31 166.47 339.89 267.01 195.30 Purchased Services 171.04 101.78 306.47 314.56 126.73 103.30 Leases & Rentals 23.20 1.85 9.48 35.35 27.30 7.39 Insurance 5.06 11.99 13.66 14.51 6.92 16.12 Interest 2.72 51.99 65.63 47.08 20.19 41.46 Other 32.65 77.51 68.95 77.46 41.48 58.96 Expenses per Bed Leases & Rentals 7,232.10 607.24 2,964.13 14,114.03 8,974.16 1,485.91 Insurance 1,578.62 3,942.62 4,271.36 5,793.93 2,275.34 3,242.37 40% 106190475 AVERAGE LONG BEACH COMI 64% 84% 46% 0% 62% 61% 42% 72% 59% 64% 40% 31% 13% 16% 0% 0% 43% 49% 4% 4% 21% 17% 7% 12% 1% 1% 62% 50% 9% 20% 64,430 27,203 98,584 47,109 84,487 35,195 488.07 430.72 147.61 143.00 30% 33% 11.12 32.16 36.53 54.31 247.44 184.28 200.29 399.48 20.84 18.12 11.62 33.14 38.88 13.67 60.96 56.81 6,566.52 2,293.86 3,660.74 4,195.38 Page 4 of 4 I . , COMMUNITY HOSPITAL OF LONG BEACH ASSUMPTIONS TO PROFORMA FINANCINGICASH SCENARIO WORST CASE 1. Assumes a 45% decrease from the middle case for adjusted patient days in the first year and a 32% decrease in subsequent years. 2. 130 beds Years 1 — 3; 170 beds Years 4 — 5. 3. Initial Hospital equipment and other first year capital expenditures provided through Foundation contributions and other community-based gifts and programs. Amount contributed in the first year = $2.6 million 4. $5 million cash contributions for operations start-up ($4m from the Community Hospital Foundation and $1.0m from Pacific Hospital of Long Beach Charitable Trust) plus $1m from PH LB Trust to offset cost of providing charity healthcare (at an approximate $250 per patient day for Medi -Cal patients); balance of initial funds for operations provided through revolving credit line secured by receivables. 5. City provides land and buildings via long-term lease for $1 per year. 6. Capital expenditures in Years 2 — 5, including building program to increase bed capacity, are as follows: Year 2 Year 3 Year 4 Year 5 Capital Expenditure $1,750,000 $4,750,000.$2,300,000 $2,300,000 $446,200 $446,200 $446,200 $446,200 $1,211,100 $1,211,100 $1,211,100 $586,400 $586,400 $586,400 Total P+I Pmts for Cap Ex $446,200 $1,657,300 $2,243,700 $2,830,100 Interest at 10% APR, principal paid over 5 years. 7. Revolving credit line paid down as cash is available. Note: The estimates and projections set forth in this document are provided for purposes of illustration only and do not represent assurance, guarantee or prediction of the results of operations of the hospital. They are provided for purposes of illustration only and are based on certain assumptions made about the future of the hospital and its Service Area. The reader is cautioned not to rely on the accuracy of these estimates or projections of current or future performance. These estimates and projections have not been audited or reviewed by a Certified Public Accountant. PRO FORMA FINANCING/CASH SCENARIO FOR DISCUSSION ONLY FIRST FIVE YEARS OF OPERATION - WORST CASE SCENARIO Inpatient Beds IP ADC OP Visits Inpatient Days Adjusted P Day IP Rev Op Rev Total Pt Rev Cash at Time of Service Collections Charity Care from PHLB Other Income Total Gross Cash Fixed Cost Management Overhead Variable Direct Costs Other Expenses Credit Line Fees Total Expense Before Interest Net Cash Before Interest/Amort Total P+1 Pmts for Cap Ex Repayment of City loan Surplus/(Deficit) Equity Contributions for Operations Net Surplus/(Deficit) Revolver Draw Principal Revolver Interest (Accumulated) (Total Revolver)/Fund Balance Pre -Op Year 1 Year 2 Year 3 Year 4 Year 5 130 130 130 170 170 34.92 61.00 70.15 80.67 92.77 28,500 64,500 74,175 85,301 98,096 12,745 22,265 25,605 29,445 33,862 19,471 37,487 43,110 49,577 57,013 $13,216,197 $23,781,584 $28,169,286 $33,366,519 $39,522,642 $6,961,410 $16,227,413 $19,221,371 $22,767,714 $26,968,357 $20,177,607 $40,008,997 $47,390,657 $56,134,233 $66,490,999 $201,776 $400,090 $473,907 $561,342 $664,910 $12,464,445 $33,086,127 $44,310,264 $52,485,508 $62,169,084 $1,000,000 $500,000 $500,000 $500,000 $500,000 $500,000 $14,166,221 $33,986,217 $45,284,171 $53,546,850 $63,333,994 $629,590 $793,000 $816,790 $1,100,153 $1,133,158 $850,000 $600,000 $618,000 $636,540 $655,636 $17,902,219 $34,002,583 $40,276,060 $47,706,993 $56,508,933 $100,888 $200,045 $236,953 $280,671 $332,455 $120,000 $120,000 $60,000 $0 $0 $1,432,000 $19,602,697 $35,715,628 $42,007,803 $49,724,358 $58,630,182 ($1,432,000) ($5,436,476) ($1,729,411) $3,276,367 $3,822,493 $4,703,812 ($446,200) ($1,657,300) ($2,243,700) ($2,830,100) ($157,000) ($157,000) ($205,000) ($1,432,000) ($5,436,476) ($2,175,611) $1,462,067 $1,421,793 $1,668,712 $5,000,000 - $3,568,000 $5,436,476 $2,175,611 $1,462,067 $1,421,793 $1,668,712 $0 ($1,868,476) ($4,089,320) ($352,000) 0 $0 ($45,233) ($428,512) ($451,783) ($350,755) ($243,651) $0 $1,913,709 $4,517,832($3,507,648($2,436,510) $1,011,449) Note: The estimates and projections set forth in this document are provided for purposes of illustration only and do not represent assurance, guarantee or prediction of the results of operations of the hospital. They are provided for purposes of illustration only and are based on certain assumptions made about the future of the hospital and its Service Area. The reader is cautioned not to rely on the accuracy of these estimates or projections of current or future performance. These estimates and projections have not been audited or reviewed by a Certified Public Accountant COMMUNITY HOSPITAL OF LONG BEACH PRO FORMA FINANCINGICASH SCENARIO FOR DISCUSSION ONLY FIRST TWO YEARS OF OPERATION - WORST CASE SCENARIO Fbrod Cost Pm, -0P Month Month Month Month4 Months Month Month? Month Month Month 10 Month 11 Mort 12 Year IP ADC 15.00 21.00 28.00 30.01) 33.00 38.00 38.00 40.00 42.00 44.00 46.00 48.00 34.92 OP Visits 1,000 1,250 1,500 1,750 2,000 2,250 2,500 2,750 3,000 3,250 3,500 3,750 28,500 Inpatlerd Days 456 839 791 913 1,004 1,095 1,156 1,217 1,278 1,338 1,399 1,460 12,745 Ad) rated P Day 692 934 1,145 1,326 1,476 1,628 1,740 1,800 1,888 2,105 2,225 2,345 19,471 IP Rev $473,134 5882,387 $820,098 $94007 $1,040,894 $1,135,520 $1,198,805 $1,201,1189 31,324,774 $1,387,858 $1,450,943 $1,514,027 $13,218,197 Op Rev $2 280 S3 55,325 $388y $427455 1114N520 $549`585 5810,850 $071,715 3732780 $793,843 $854.910 5915,975 58,981,410 Total Pt Rev $717,394 $907,712 $1,185,488 $1,373,722 $1,529,414 S1,1185,105 $1,809,255 $1,933,404 $2,057,554 S2,151,703 52,305,853 32,430,002 $20,177,807 Cash at Time of Service $7,174 $9,677 31103 $13,737 $15,294 $18,851 $18,093 $19,334 $20,570 $21,817 $23,059 $24,300 5201,778 Collections ($382,903) ($285,378) (5227.002) $674,350 $909.649 $1,115,298 $1,281,299 $1,437,849 $1,583,989 $1,700,700 $1,817,400 31,934,101 $12,484,445 Charily Care fmmPHLB $43,044 558,083 $71,189 $82,423 $91,785 $101,108 $108,555 $118,004 $123,453 $130,902 $73,495 $0 $1,000,000 Other Income .444 S41.447 141.442 $1447 $41667 141.447 $41, $41.447 $41,647 $41.68 141.492 X1,687 1!11.441MD0,044 Total Gross Cash $5,000,000 $91,8&1 $108,407 $124,721 5812,177 $1,055,375 $1,274,923 $1,459,1113 $1,514,1154 $1,769,695 $1,895,088 $1,955,620 $2,000,087 $14,168,221 Fbrod Cost $42,088 $42,098 $42,098 $42,098 $42,098 $42,098 $52,833 $112,833 $82,833 $82,833 $62,633 $82,833 SB29,590 Mamwntent Ovoftad $100,000 5100,000 $80,000 570.000 270,000 $70,000 $50,000 $80,000 $80,000 $60,000 $60.000 $50,000 $850.000 Variable Direct Costs $689,408 $895,933 $1,089,881 $1,251,935 31,380,933 $1,507,302 $1,803,111 $1,699,158 $1,800,849 $1,901,842 $2,001,537 $2,100,834 $17,902,219 Other Expenses $3,587 $4,839 $5,932 $8,859 $7,617 $8,428 $9,048 $9,667 $10,288 $10,909 $11,529 $12,150 $100,888 Loan and Bark Fees $10,000 3101000 $10,000 $10,000 $10,000 310,000 $10,000 $10,000 510,000 $10,000 $10,000 $10,000 $120,000 Total E)perna Before Interest $1,432,000 $825,091 $1,052,870 $1,227,912 $1,380,802 $1,510,876 $1,837,828 $1,744,991 $1,841,658 71,943,970 $2,045,384 $1,145,900 $2,245,517 $19,802,897 Not Cash OdomlreerosVAmort 33,888,000 ($733,207) ($913,484) ($1,103,191) (5588,725) ($432,304) ($382,903) ($285,370) (5227,002) ($174,275) (5150,29% (11190,280) ($245,450) ($5,438,478) Total PA Pmts for Cap Ex NotSupkmtWdt $3,588,000 ($733,207) ($943,464) ($1.103,191) ($508,725) ($452,304) ($382,903) ($285,378) (5227.002) ($174275) ($150,299) ($190,280) ($245,450) ($5,438,478) CunNot Cash Before interval $3,588,000 $2,834,793 $1,891,330 $708,138 $219,414 ($232,890) ($598,793) ($881,171) ($1,108,173) ($1,202,446) (111,432,747) ($1,823,020) ($1,888,476) Revolver Draw $3,888,000 $2,834,793 $1,891,330 $788,138 $239,903 (5203,882) ($584,168) (5851,724) ($1,084,882) (51 08,431) ($1,430,1583) (51,834,732) ($1,895,830) Interest 520,489 $8,538 $2,599 (52,180) (58,135) ($9,293) ($11,853) ($13,870) ($15,648) ($17,879) ($45,233) Total $3,568,000 $2.834,793 51,891,330 $808,828 5248,441 (5201,283) (5580,347) ($857,880) ($1,094,156) ($1,280,284) ($1,444,452) ($1,850,380) ($1,913,709) Note: The estimates and pmjedons set font In ft downaril aro provided forpuposss of astratton ony and do not represerd aswancs, Custard" or prediction of Br reslab of operations of the hospital. They ars provided for puposes of BustraBon only and are based on amain asswvuons mads about the fu8as of the hospital and Its Saha Area. The reader Is caudonsd not to rely on the It-, cy of tuns es9maUs or projections of entrant orfuhss performance. These estimates and projections have not been audited or nlviewed by a Certified PrW a Aaou tart Pape 1 of 2 COMMUNITY HOSPITAL OF LO PRO FORMA FINANCINGICASF FIRST TWO YEARS OF OPERA IP ADC OP Vlslb In patent Days Adpwted P Day IP Rev OP Rev Total Pt Rev Cash at Tlma of Service Collections Charity Caro from PH1B Dow Income Total Gmu Cash Fled Cost Marmprnard Overhead Variable Direct Coats Other Expenses Loan and Bank Fees Total F)pense Before Interest Net Cash Before lntsssVAnort Total PA Pmts for Cap Ex Not SuphalDeOdt Cum Net Cash Before Irderest Rewlver Drew Interest Total Month 13 Mordh14 Monthly Month IS Month i7 Mordhl8 Mordh19 Month 20 Month 21 Month 22 Mordh23 Month 24 Year2 61.00 60.00 52.00 54.00 88.00 58.00 60.00 62.00 84.00 5,750 68.00 6,000 88.00 8,250 70.00 6,500 72.00 6,750 64,500 4,000 4,250 4,500 4,750 5,000 5,250 5,500 1,521 1,582 1,643 1,703 1,784 1,825 1,886 1,847 3,304 2,008 3,424 2,068 3,543 2,129 3,683 2,190 3,783 22,285 37,487 2,465 2,585 2,705 2,824 2,944 3,064 3,154 51,824,425 $1,689,402 $1,754,379 $1,819,356 $1,884,333 $1,949,310 $2,014,267 $2,079,264 $2,144,241 $1.509,527 $2,208,218 $1.572,424 $2,274,198 $1.635,321 $2,339,172 518 323,781,584 318 7413 $1,008.351 31069 4a $1.132,145 $1,196,042 $1957,939 51.320.638 $1.383,733 $3,398,020 51.448.630 $3,525,894 53,553,768 $3,781,642 $3,909,516 $4,037,390 $40,008,997 $2,830,776 $2,758,650 $2,888,624 $3,014,398 $3,142,2 2 $3,270,148 528,308 $27,687 $28,885 530,144 $31,423 $2,593,131 $32,701 $2,713,333 $33,980 $2,833,634 $35,259 $2,953,736 $38,638 $3,073,937 $37,818 $3,194,139 $39,093 $3,314,340 $40,374 $3,434,542 $400,090 $33,086,127 $2,050,801 $2,167,502 $2,254,202 $2,472,930 $41667 $2,118,776 $41,667 $2,238,755 $41.1557 $2,354,734 SAIDA 7 $2,544,740 $41.667 $2,888,221 s41.e67 52,787,701 541.667 52,909,181 $41,687 $3,030,881 341.667 $3,152,142 $41.1567 $3,273,822 541,611 $3,393,102 $41.7 $3,518,582 $33,988,217 588,083 568,083 $86,083 $W.083 $88,083 588,083 $68,083 388,083 $68,083 550,000 386,083 $50,000 $66,083 $50,000 $88,083 $50,000 $793,000 3800,000 $50.000 $2235,727 $50,000 $2,344,422 $50,000 $2,453,117 $50,000 $2,581,812 $50,000 $2,670,606 550,000 $2,779,201 $50,000 $2,887,8% $50,000 $2,998,691 $3,105,288 $3,213,981 $3,322,875 $3,431,370 $34,002,583 $1000000 $10099 $103000 $100m00 $10,0000 $10,20 0 $10.000080 $10,0000 $20,187 0:108070 it1i0.o000 $10100000 $10,7000 $100000 $2,921,635 $3,030,969 $3,140,304 $3,249,838 $3,358,972 $3,488,308 $3,577,640 $35,715,628 $2,374,964 $2,484,298 $2,593,633 $2,702,967 $2,812,301 ((537,183) ($($37,183) ((537,1 ((537,1 7) (11121788) ((537183) (837,183) (97,498) 57,183) ($37 183) (537,183) ($1,729,411) (5448,200) 537,183) (537,783) (537,183) ($283,372) ($264,727) (5276,082) ($195,410) ($183,284) ($171,118) ($158,972) ($140,828) ($134,679) ($122,533) (5110,397) ($98,241) ($2,175,811) ($2,161,648) ($2,448,575) ($2,72$867) ($2,918,087) ($3,101,331) ($7,272,448) ($3,431,420) ($3,678,245) ($3,712,925) ($3,835,455) ($3,945,648) (34,044,087) ($2,207,081) ($2,512,540) ($2,812,767) ($3,035,647) ($3,249,080) ($3,454,017) ($3,845,554) (53,833,183) ($4,007,798) ($4,172,290) (54,325,550) ($4,470,488) ($428,612) 38,875) ($2(640,237) (5481) 3086,418) (S3,282,9D0) ($3,4895,68) ($3068 S7) ($3,8",11 9) (54049,757) (54,218,872) 163) (54,372.225) ($4,617,832) (52,227,613) (52,624,135) Note: The "*"a and pm)eglonm ad forth In Bis docurord are provided for purposes of Illustration oriy arrd do not ,Mart assurance, puarsrtn or prediction of the resits of operations of the hospital They are provided for puposea of Ilustre8on any and ars based on certain assumplions made about the Tutus of the hospital and Its Service Area The reader is cautioned rot to rely on the accuracy of owes astimabs or pmjx8onsof urrent orfutus perfommnee. Time admetes and pm)eclons have rot been witted or m0aved by a Certified Pubic Accountant. Pape 2 of 2 COMMUNITY HOSPITAL OF LONG BEACH ASSUMPTIONS TO PROFORMA FINANCING/CASH SCENARIO MIDDLE CASE 1. Achieves previous census less capitation at end of first year of operations. 2. 130 beds Years 1— 3; 170 beds Years 4 — 5. 3. Initial Hospital equipment and other first year capital expenditures provided through Foundation contributions and other community-based gifts and programs. Amount contributed in the first year = $2.6 million 4. $5 million cash contributions for operations start-up ($4m from the Community Hospital Foundation and $1.Om from Pacific Hospital of Long Beach Charitable Trust) plus $1 m from PHLB Trust to offset cost of providing charity healthcare (at an approximate $250 per patient day for Medi -Cal patients); balance of initial funds for operations provided through revolving credit line secured by receivables. 5. City provides land and buildings via long-term lease for $1 per year. 6. Capital expenditures in Years 2 —"5, including building program to increase bed capacity, are as follows: Year 2 Year 3 Year 4 Year 5 Capital Expenditure $1,750,000 $4,750,000 $2,300,000 $2,300,000 $446,200 $446,200 $446,200 $446,200 $1,2.11,100 $1,211,100 $1,211,100 $586,400 $586,400 $586,400 Total P+I Pmts for Cap Ex $446,200 $1,657,300 $2,243,700 $2,830,100 Interest at 10% APR, principal paid over 5 years. 7. Revolving credit line paid down as cash is available. Note: The estimates and projections set forth in this document are provided for purposes of illustration only and do not represent assurance, guarantee or prediction of the results of operations of the hospital. They are provided for purposes of illustration only and are based on certain assumptions made about the future of the hospital and its Service Area. The reader is cautioned not to rely on the accuracy of these estimates or projections of current or future performance. These estimates and projections have not been audited or reviewed by a Certified Public Accountant. PRO FORMA FINANCINGICASH SCENARIO FOR DISCUSSION ONLY FIRST FIVE YEARS OF OPERATION -MIDDLE CASE Inpatient Beds IP ADC OP Visits Inpatient Days Adjusted P Day IP Rev Op Rev Total Pt Rev Cash at Tune of Service Collections Charity Care from PHLB Other Income Total Gross Cash Fixed Cost Management Overhead Variable Direct Costs Other Expenses Credit Line Fees Total Expense Before Interest Net Cash Before Interest/Amort Total P+I Pmts for Cap Ex Repayment of City loan Surplus/(Deficit) Equity Contributions for Operations Net Surplus/(Deficit) Pre -Op Year 1 130 65.00 50,000 23,725 35,525 $24,602,944 $12,213,000 $36,815,944 $368,159 $22,551,943 $1,000,000 $500,000 $24,420,102 $629,590 $1,432,000 $850,000 $32,647,867 $184,080 $120,000 $1,432,000 $34,431,537 ($1,432,000) ($10,011,435) ($1,432,000) ($10,011,435) $5,000,000 $3,568,000 ($10,011,435) Revolver Draw Principal $0 ($6,443,434) Revolver Interest (Accumulated) $0 ($387,920) (Total Revolver)/Fund Balance $0 $6,8( 31,355) Year 2 Year3 130 130 97.50 109.00 80,000 100,000 35,588 39,780 54,468 63,334 $38,011,548 $43,764,309 $20,127,024 $25,913,544 $58,138,572 $69,677,853 $581,386 $696,779 $52,760,436 $65,148,793 $500,000 $500,000 $53,841,822 $66,345,571 $793,000 $816,790 $600,000 $618,000 $49,404,746 $59,170,518 $290,693 $348,389 $120,000 $60,000 $51,208,439 $61,013,697 $2,633,383 $5,331,874 ($446,200) ($1,657,300) ($157,000) $2,187,183 . $3,517,574 $2,187,183 $3,517,574 ($4,644,172) $0 ($876,343) ($441,641) $5,520,514 $2,444,581 Note: The estimates and projections set forth in this document are provided for purposes of illustration only and do not represent assurance, guarantee or prediction of the results of operations of the hospital. They are provided for purposes of illustration only and are based on certain assumptions made about the future of the hospital and its Service Area. The reader is cautioned not to rely on the accuracy of these estimates or projections of current or future performance. These estimates and projections have not been audited or reviewed by a Certified Public Accountant Year 170 127.08 115,000 46,382 73,522 $52,558,808 $30,694,593 $83,253,401 $832,534 $77,841,930 $500,000 $79,174,464 Year 5 170 146.14 132,250 53,340 84,551 $82,255,908 $36,357,745 $98,613,653 $986,137 $92,203,766 $500,000 $93,689,902 $1,100,153 $1,133,158 $636,540 $655,636 $70,749,798 $83,803,136 $416,267 $493,068 $0 $0 $72,902,758 $86,084,998 $6,271,705 $7,604,904 ($2,243,700) ($2,830,100) ($157,000) ($205,000) $3,871,005 $4,569,804 $3,871,005 $4,569,804 ($195,567) $1,230,857 $5,800,661 COMMUNITY HOSPITAL OF LONG BEACH PRO FORMA FINANCINGICASH SCENARIO FOR DISCUSSION ONLY FIRST TWO YEARS OF OPERATION - MIDDLE CASE Fbmd Cost Pro -Op Month Month MorM3 Month4 Morsh5 MordhS Month Month Morsh9 MorM10 Month 11 Month 12 Year IP ADC 30.00 37.00 44.00 51.00 57.00 83.00 89.00 75.00 81.00 88.00 91.00 08.00 63.00 OP Visits 2.000 2,000 2,000 3,250 4,000 4,600 4,750 5,000 5,250 5,500 5,750 8,000 50,000 Irpetlers Days 013 1,125 1,338 1,551 1,734 1,916 2,099 2,281 2,464 2,616 2,768 2,920 23,725 A*wted P Day 1,383 1,697 1,810 2,318 2,878 2,978 3,220 3,481 3,703 3,814 4,125 4,338 35,525 IP Rev $948,287 $1,167,083 $1,387,858 $1,808,854 $1,707,807 $1,987,181 $2,178,414 52,385,668 $2.554,921 $2,712,832 $2,870,343 $3,028,035 $24,502,944 Op Rev $485.620 3488,520 $4 1320 S7�845 $977,040 $1.000,170 $11.80235 $1.221,300 SU923`65 51.343,430 $1.404.405 $1.4&5.580 $12,213.000 Total Pt Rev $1,434,787 $1,855,683 $1,878,378 52,402,490 52,774,047 $3,088,331 $3,338,840 $3,588,088 $3,837288 24,058,082 24,274,838 $4,493,815 $38,815,044 Cash at Time of Sella $14,348 $18,558 $18,764 $24,025 $27,749 $30,863 $33,386 $35,670 $38,373 $40,581 $42,748 $44,038 5388,159 Co ns (8878,602) (3572,471) ($511,145) $1,345,700 $1,55(1,248 21,763,790 22,258,340 22,1108,451 22,901,181 $3,138,450 $3,371,750 $3,807,040 22$551,943 Chanty Cara from PHLB $86,057 299,335 $112,583 $144,150 $168,497 $185,160 5200,199 $5,970 Revolver Draw 83,568,000 $2,212,010 31,000,000 Dow Income S5.W0.000 $41,007 541.887 541.80? 541,647 1141.887 541.887 ,441.44? 541.087 541,447 $41.887 541,667 ,7:41.807 Total Gross Cash $5,000,000 $142,102 $157,557 2173,013 31,558,541 31,792,161 82,021,505 $2,533,581 $2,891,957 $2,981,191 43215,878 23,458,183 33,893,832 $24,420,103 Fbmd Cost $42,008 $42,098 $42,098 $42,098 $42,098 $42,098 582,533 $82,833 282,833 $62,833 $82,833 $62,533 $829,590 ManaOementOveA»ad $1,432,000 $100,000 51001000 550,000 $70.000 $70.000 $70.000 580,000 $80.000 $80,000 $60,000 $80,000 $80,000 $850.000 Varl" Direct Costs $1,338,812 $1,532,721 $1,723,437 52,189,587 $2,505,705 $2,760,838 52,856,535 $3,152,333 $3,358.394 53.535,170 83,710,363 $3,863,972 332,647,687 OtherE)pmroes 87,174 $8276 29,382 812,012 813,873 815,432 818,683 817,035 819,186 820280 821,374 822,488 8/84,080 Loan and Bank Fees $10440 $10,000 210.800 310QQQ 510.0w $16.000 210.000 510,0W Sill, 4 $14.400 314,444 514,444 3124.404 Total E)Wnsa Odom Irdetes1 $1,432,000 $1,498,054 81,693,098 $1,004,918 82,323,888 82,641,878 $2,898,388 $3,100,052 83,303,102 $3,510,414 83,688,254 $3,854,570 $4,039,273 $34,431,537 Net Cash BeforelntenesifAmon 83,588,000 (81,355,982) (31,515,540) (81,991,904) (8785,157) (8849,517) (8870,W2) (8372,471) (8811,145) (8529224) (8489,808) (5408,405) (8345,022) (510,011,434) Total P+I Pmt3 for Cap Ex NotSupldDeW 83,588,000 (81,338,882) (31,535,540) (81,091,904) (8785,157) (8849,517) (8878,602) (3572,471) ($511,145) (8529,224) (3408,009) ($408,405) (8345,022) (810,011,434) Cum Net Cash Before Irderest 83,588,000 82212,018 8870,478 (81,015,428) (51,750,553) (52,530,100) (83,500,902) ($4,079,433) (84,090,578) (85,219,501) (85,088,407) (88,097,813) ($a,443,434) Revolver Draw 83,568,000 $2,212,010 8078,478 (81,015,426) (81,780,583) ($2,641,100) ($3,537,252) (84,138,544) (84,788,321) (85,382,797) ($5,884,707) (80,351,037) (86,781,848) Interest (811,000) (81929% (8211,821) - (838,832) (845253) (852,354) (858,854) (804,387) (589,509) (8387,920) Total 83,580,000 82,212,018 $578,478 (81,015,426) (81,791,583) (82,060,390) (83,568,073) (84,177,178) (24,833,574) (83,415,181) (85,943,431) (88,410,224) (80,831,355) Note: The estimetes and pmjeW ns set forth M this downers ars provided for purposes of fttration only and do rot mixesel sawana, grmrendae or prod cdon of the results of operations of the hospital. They am pmvlded for purposes of Blstralen orsy and am based an artaln sssarrpdons made abols the fub m of the hospital and 8s Se vice Area. The wader Is aWaned not to"on the scarecy of these estimates or projections of ascent orftd= performance. These estimates and projections have not been aad led or Wowed by a Coffed Pd)10 Aecowtvil. Page 1 of 2 COMMUNITY HOSPITAL OF LO PRO FORMA FINANCING/CAW- FIRST TWO YEARS OF OPERA FbmdCost Month 13 Month 14 Month 15 Month 18 Month 17 Month 18 Mort 19 Month 20 Morsh 21 Month 22 Month 23 Month 24 Year2 IP ADC 97.00 97.00 97.00 97.00 97.00 97.00 98.00 98.00 98.00 98.00 98.00 98.00 97.50 OP Malts 8,000 8,000 8,000 8,000 7,000 7,000 7,000 7,000 7,000 7,000 7,000 7,000 80,000 Inpollent Days 2,950 2,950 2,950 2,950 2,950 2,950 2,981 2,981 2,981 2,981 2,981 2,981 35,688 Adpratad P Day 4,388 4,368 4,358 4,388 4,602 4,602 4,833 4,633 4,833 4,633 4,833 4,633 54,468 IP Rev $3,151,385 $3,151,385 $3,161,385 $3,151,385 $3,151,385 $3,151,385 $3,183,873 $3,193,873 $3,183,973 $3,183,873 $3,183,973 $3,183,873 $38,011,"$ Op Rev $1,509,521 $1,509,527 $1,509,527 $1.609,627 $1.781,118 $1,761.115 $1,781,116 $1,781,115 $1.781,115 $1,781.115 $1.781.115 $1.761,116 $20,127,024 Total PI Rev $4,650,912 $4,680,912 $4,880,912 $4,88.912 $4,912.499 $4,912,498 $4,944,988 $4,84/,958 $4,944,988 $4,941,988 $4,944,988 $4,944,988 $58,138,672 Cash atTime ofService $"Am $48,809 $48,809 $48,609 $49,125 $49,125 $49,450 $49,450 $49,450 $49,450 $49,450 $49,450 $581,388 Collections $3,812,899 $4,018,348 $4,223,998 $4,381,257 $4,381,257 $4,381,257 $4,381,257 $4,817,749 $4,617,749 $4,648,289 $4,848,289 $4,848,289 $52,78.438 Charity Caro from PHLS ($7,077,510) ($7,192,1122) (117,104,353) ($e,880,702) ($6,828,922) ($8,794,492) ($0,787,118) ($8,642,870) ($6,288,541) ($8,021,025) ($5,740.834) (15,457,807) Otherlrxwme }41.44? 541J67 $41.48? $41.687 $41.441 $41.887 $41,0147 $41.487 341497 $41.867 341447 $41.1167 3544.404 Total Gross Cash $3,80.974 $4,109,624 $4,312,274 $4,489,633 $4,472,049 $4,472,049 $4,472,313 114,708,1180 $4,708,086 $4,739,405 $4,739,405 $4,739,405 $63,641,822 FbmdCost $8.083 $80,083 $85,083 06,063 $86,083 $6.083 $e.083 $W,083 $88,083 $8.083 $8.083 $86,083 $793,000 ManagementOverltead $50,000 $5.000 $5.000 $5.000 $50,000 $50,000 $50,000 $50,000 $50,000 $50,000 1115.000 $50,000 $80.000 Variable Direct Costs $3,980,558 $3,980,556 $3,960,556 $3,950,556 $4,114,022 $4,174,622 $4,20$211 $4,202,211 $4,202211 $4,202,211 $4,202,211 $4 02,211 $49,404,745 Other Expenses $23,305 $23,305 $23,305 $23,305 $24,562 $24,582 $24,725 $24,725 $24,725 $24,725 $24,725 $24,725 $29.893 Loan and Bark Fees 1111), $10.000 $14,444 sip, X000 $10.000 $10,000 ,1110,444 $10.000 1110 Q 31,0.000 310X00 S120,000 Total Erqunse Before Interest $4,109,948 $4,109,948 $4,109,946 $4,109,948 $4,325,288 $4,325,258 $4,353,020 $4,353,020 $4,353,020 $4,353,020 $4,353,020 $4,353,020 $51,208,439 Net Cash Before IraeresVAmort ($208,972) ($3,322) $202,327 $359,587 $146,781 $146,781 $119,354 $355,648 $355,646 $386,385 $386,385 $388,385 $2,633,383 Total Pal Pmts for Cap Ex ($37,163) ($37,183) ($37,183) ($37,183) ($37,183) ($37,183) ($37,183) ($37,183) ($37,183) ($37,183) ($37,183) ($37,183) ($440,200) NotSupkmWct (11246,155) ($40,506) $165,144 $322,403 $109,597 $109,597 $82,170 $318,863 $316,683 $349,202 $349,202 $349,202 $2,187,183 Cum Net Cash Before Irderest ($8,889,690) ($8,730,086) ($8,564,951) ($8,242,546) ($8,132,951) ($8,023,353) ($5,941,183) ($5,622,520) ($5,303,857) ($4,954,856) ($4,806,453) ($4,266,251) Revolver Draw ($7,077,510) ($7,192,1122) (117,104,353) ($e,880,702) ($6,828,922) ($8,794,492) ($0,787,118) ($8,642,870) ($6,288,541) ($8,021,025) ($5,740.834) (15,457,807) Interest ($74,008) ($77,475) ($78,753) ($77,817) ($75,187) ($74,794) ($74,417) ($74,333) ($71,686) ($68,011) ($85,975) ($8'!,907) ($878,$43) Total ($7,151,6111) ($7,289,497) ($7,183,105) ($11,9311,619) ($8,904,089) ($8,669,286) ($6,861,633) ($6,617,204) ($8,370,227) ($0,090,038) (35,60.609) ($5,620,514) Note; The estimates and pm)edons set forth In this doommt are provided for purposes of Illatratian onty and do not represent asuaanee, parents or pedkgon of the results of operations of the hospital. They are provided for plaposes of Il araa5on orgy and are based on eerfaln assumptions made about the Page 2 of 2 COMMUNITY HOSPITAL OF LONG BEACH ASSUMPTIONS TO PROFORMA FINANCING/CASH SCENARIO BEST CASE 1. Assumes donations of $1 m annually continue to be received in years 2 thru 5. 2. 130 beds Years 1 — 3; 170 beds Years 4 — 5. 3. Initial Hospital equipment and other first year capital expenditures provided through Foundation contributions and other community-based gifts and programs. Amount contributed in the first year = $2.6 million 4. $5 million cash contributions for operations start-up ($4m from the Community Hospital Foundation and $1.0m from Pacific Hospital of Long Beach Charitable Trust) plus $1 m from PHLB Trust to offset cost of providing charity healthcare (at an approximate $250 per patient day for Medi -Cal patients); balance of initial funds for operations provided through revolving credit line secured by receivables. 5. City provides land and buildings via long-term lease for $1 per year. 6. Capital expenditures in Years 2 —'5, including building program to increase bed capacity, are as follows: Year 2 Year 3 Year 4 Year 5 Capital Expenditure $1,750,000 $4,750,000 $2,300,000 $2,300,000 $446,200 $446,200 $446,200 $1,211,100 $1,211,100 $586,400 Total P+I Pmts for Cap Ex $446,200 $1,657,300 $2,243,700 Interest at 10% APR, principal paid over 5 years. 7. Revolving credit line paid down as cash is available. $446,200 $1,211,100 $586,400 $586,400 $2,830,100 Note: The estimates and projections set forth in this document are provided for purposes of illustration only and do not represent assurance, guarantee or prediction of the results of operations of the hospital. They are provided for purposes of illustration only and are based on certain assumptions made about the future of the hospital and its Service Area. The reader is cautioned not to rely on the accuracy of these estimates or projections of current or future performance. These estimates and projections have not been audited or reviewed by a Certified Public Accountant. PRO FORMA FINANCING/CASH SCENARIO FOR DISCUSSION ONLY FIRST FIVE YEARS OF OPERATION - BEST CASE SCENARIO Note: The estimates and projections set forth in this document are provided for purposes of illustration only and do not represent assurance, guarantee or prediction of the results of operations of the hospital. They are provided for purposes of Illustration only and are based on certain assumptions made about the future of the hospital and its Service Area The reader is cautioned not to rely on the accuracy of these estimates or projections of current or future performance. These estimates and projections have not been audited or reviewed by a Certified Public Accountant. Prep Year 1 Year 2 Year 3 Year 4 Year 5 Inpatient Beds 130 130 130 170 170 IP ADC 65.0 97.5 109.0 127.1 146.1 OP Visits 50,000 80,000 100,000 115,000 132,250 Inpatient Days 23,725 35,588 39,780 46,382 53,340 Adjusted P Day 35,525 54,468 63,380 73,522 84,551 IP Rev $24,602,944 $38,011,548 $43,764,309 $52,558,808 $62,255,908 Op Rev $12,213,000 $20,127,024 $25,913,544 $30,694,593 $36,357,745 Total Pt Rev $36,815,944 $58,138,572 $69,677,853 $83,253,401 $98,613,653 Cash at Time of Service $368,159 $581,386 $696,779 $832,534 $986,137 Collections $22,551,943 $52,760,436 $65,148,793 $77,841,930 $92,203,765 Charity Care from PHLS $1,000,000 Other Income $500,000 $5002000 $500,000 $500,000 $5001000 Total Gross Cash $24,420,102 $53,841,822 $66,345,571 $79,174,464 $93,689,902 Foxed Cost $629,590 $793,000 $816,790 $1,100,153 $1,133,158 Management Overhead $850,000 $600,000 $618,000 $636,540 $655,636 Variable Direct Costs $32,647,867 $49,404,746 $59,213,493 $70,749,798 $83,803,136 Other Expenses -$184,080 $290,693 $348,389 $416,267 $493,068 Credit line Fees $120,000 $120,000 $601000 $0 $0 Total Expense Before Interest $1,432,000 $34,431,537 $51,208,439 $61,056,673 $72,902,758 $86,084,998 Net Cash Before Interest/Amort ($1,432,000) ($10,011,435) $2,633,383 $5,288,899 $6,271,706 $7,604,904 Total P+I Pmts for Cap Ex ($446,200) ($1,657,300) ($2,243,700) ($2,830,100) Repayment of City loan ($157,000) ($157,000) ($205,000) Surplus/(Deficit) ($1,432,000) ($10,011,435) $2,187,183 $3,474,599 $3,871,006 $4,569,804 Equity Contributions for Operations $5,000,000 $1,000,000 $1,000,000 $1,000,000 $1,000,000 Net Surplus/(Deficit) $3,568,000 ($10,011,435) $3,187,183 $4,474,599 $4,871,006 $5,569,804 Revolver Draw Principal $0 ($6,443,434) ($3,644,172) $0 Revolver Interest (Accumulated) $0 ($387,920) ($814,554) ($445,873) ($43,000) (Total Revolver)/Fund Balance $0($6,831,355($4,458,726) $430,000 $4,398,006 $9,967,810 Note: The estimates and projections set forth in this document are provided for purposes of illustration only and do not represent assurance, guarantee or prediction of the results of operations of the hospital. They are provided for purposes of Illustration only and are based on certain assumptions made about the future of the hospital and its Service Area The reader is cautioned not to rely on the accuracy of these estimates or projections of current or future performance. These estimates and projections have not been audited or reviewed by a Certified Public Accountant. COMMUNITY HOSPITAL OF LONG BEACH PRO FORMA FMANCINGICASH SCENARIO FOR DISCUSSION ONLY FIRST TWO YEARS OF OPERATION - BEST CASE SCENARIO I Note: The estimates and projections set forth in this document are provided for purposes of Illustration only and do not represerd assurance, guarantee or prediction of the results or operations of the hospital. They are provided for purposes of Illustration only and are based on certain assumptions made about the future of the hospital and Its Service Area The reader is cautioned not to rely on the accuracy of these estimates or projections of eunent orfuture performance. These estimates and projections have riot been audited or reviewed by a Certified Public Accountant Page 1 of 2 Pre -Op Monty 1 Month 2 Month 3 Month 4 Month 5 Month 6 Month 7 Month 8 Month 9 Month 10 Month 11 Month 12 Year 1 IP ADC 30.00 37.00 44.00 51.00 57.00 83.00 69.00 75.00 81.00 86.00 91.00 96.00 65.00 OP Visits 2,000 2,000 2,000 3,250 4,000 4,500 4,750 5,000 5,250 6,500 6,750 8,000 60,000 Inpatient Days 913 1,125 1,338 1,551 1,734 1,916 2,099 2,281 2,464 2,618 2,768 2,920 23,725 Adjusted P Day 1,385 1,597 1,810 2,318 2,678 2,978 3,220 3,461 3,703 3,914 4,125 4,336 35,525 IP Rev $946,267 $1,167,063 $1,387,858 $1,608,654 $1,797,907 $1,987,161 $2,178,414 $2,365,688 $2,554,921 $2,712,832 $2,870,343 $3,028,055 $24,602,944 Op Rev $488,520 $488,520 $488,520 $793.845 $977.040 $1,099.170 $1,160,235 $1,221,300 $1,282,385 $1,343,430 $1.404,495 $1.485,680 $12.213,000 Total Pt Rev $1,434,787 $1,665,683 $1,878,378 $2,402,499 $2,774,947 $3,088,331 $3,338,649 $3,566,968 $3,837,288 $4,056,062 $4,274,838 $4,493,815 $38,815,944 Cash at Time of Service $14,348 $16,558 $18,764 $24,025 $27,749 $30,883 $33,366 $35,870 $38,373 $40,581 $42,748 $44,938 $368,159 Collections $1,348,700 $1,558,248 $1,763,796 $2,258,349 $2,608,451 $2,901,151 $3,136,450 $3,371,750 $3,807,049 $22,651,943 Charity Care from PHLB $86,087 $99,335 $112,583 $144,150 $166,497 $185,180 $200,199 55,970 $0 $0 $0 $0 $1,000,000 Other income 6,000,000 $41,667 $41,667 $41,667 $41,667 $41,667 $41,667 $41,667 $41,667 $41,687 $41,667 $41,667 $41,687 $500,000 Total Gross Cash 5,000,000 $142,102 $157,557 $173,013 $1,558,641 $1,792,181 $2,021,505 $2,533,581 $2,691,957 $2,981,191 $3,218,678 $3,456,165 $3,693,652 $24,420,103 Fixed Cost $42,098 $42,098 $42,098 $42,098 $42,098 $42,098 $62,833 $62,833 $62,833 $82,833 $62,833 $82,833 $829,590 Management Overhead $100,000 $100,000 $80,000 $70,000 $70,000 $70,000 $60,000 $60,000 $80,000 $60,000 $80,000 $60,000 $850,000 Variable Direct Costs $1,338,812 $1,532,721 $1,723,437 $2,189,687 $2,605,705 $2,760,638 $2,958,635 $3,152,333 $3,358,394 $3,535,170 $3,710,383 $3,883,972 $32,647,867 Other Expenses $7,174 58,278 $9,382 $12,012 $13,875 $16,432 $16,683' $17,935 $19,188 $20,280 $21,374 $22,468 $184,080 Loan and Bank Fees $10,000 $10,000 $10,000 $10,000 $10,000 $10,000 $10,000 $10,000 $10,000 $10,000 $10,000 $10,000 $120,000 Total Expense Before Hemet $1,432,000 $1,498,084 $1,693,098 $1,864,918 $2,323,698 $2,641,878 $2,898,368 $3,108,052 $3,303,102 $3,610,414 $3,688,284 $3,854,570 $4,039,273 $34,431,537 Net Cash Before InteresHAmort $3,568,000 ($1,355,982) ($1,535,640) ($1,691,904) ($765,157) ($649,517) ($876,862) ($572,471) ($611,145) ($529,224) ($469,608) ($408,405) ($345,622) ($10,011,434) Total P+I Pmts for Cap Ex Net Surplus/Deficit $3,568,000 ($1,355,982) ($1,535,540) ($1,691,904) ($785,157) ($849,517) ($876,882) ($572,471) ($811,145) ($529,224) ($469,608) ($408,405) ($345,622) ($10,011,434) Cum Net Cash Before Interest $3,568,000 $2,212,018 $678,478 ($1,015,426) ($1,780.683).($2.6W.1100) ($3,508,962) ($4,079,433) ($4,690,578) ($5,219,801) ($5,689,407) ($8,097,813) ($8,443,434) Revolver Draw $2,212,018 $678,478 ($1,015,426) ($1,780,583) ($2,641,100) ($3,537,252) ($4,138,644) ($4,788,321) ($5,362,797) ($5,884,767) ($8,351,837) ($6,781,848) Interest ($11.000) ($19,290) ($28,821) ($38,632) ($45,253) ($52,364) ($58,664) ($64.387) ($89,509) ($387,920) Total $3,688,000 $2,212,018 $676,478 ($1,015,428) ($1,791,583) ($2,680,390) ($3,588,073) ($4,177,178) ($4,833,674) ($5,415,161) ($5,943,431) ($8,418,224) ($8,831,355) Note: The estimates and projections set forth in this document are provided for purposes of Illustration only and do not represerd assurance, guarantee or prediction of the results or operations of the hospital. They are provided for purposes of Illustration only and are based on certain assumptions made about the future of the hospital and Its Service Area The reader is cautioned not to rely on the accuracy of these estimates or projections of eunent orfuture performance. These estimates and projections have riot been audited or reviewed by a Certified Public Accountant Page 1 of 2 COMMUNITY HOSPITAL OF LON PRO FORMA FINANCINGICASH FIRST TWO YEARS OF OPERAT IP ADC OP Visits Inpatient Days Adjusted P Day IP Rev Op Rev Total Pt Rev Cash at Time of Service Collections Charity Care from PHLB Other Income Total Gross Cash Fixed Cost Management Overhead Variable Direct Costs Other Expenses Loan and Bank Fees Total Expense Before Interest Net Cash Before Interest/Amon Total P+I Pmts for Cap Ex Net Surplus/Deficit Cum Net Cash Before Interest Revolver Draw Interest Total R Month 13 Month 14 Month 15 Month 16 Month 17 Month 18 Month 19 Month 20 Month 21 Month 22 Month 23 Month 24 Year 2 97.00 97.00 97.00 97.00 97.00 97.00 98.00 98.00 98.00 98.00 98.00 98.00 97.50 6,000 6,000 6,000 8,000 7,000 7,000 7,000 7,000 7,000 7,000 7,ODO 7,000 80,000 2,950 2,950 2,950 2,950 2,950 2,950 2,981 2,981 2,981 2,981 2,981 2,981 35,588 4,368 4,366 4,366 4,366 4,602 4,602 4,633 4,633 4,633 4,633 4,633 4,633 64,468 $3,151,385 $3,151,385 $3,151,385 $3,151,365 $3,151,385 $3,151,385 $3,183,873 $3,183,873 $3,183,873 $3,183,873 $3,183,873 $3,183,873 $38,011,548 $1,509,627 $1,509,527 $1,509,527 51,509,527 $1,781.115 $1,761,115 $1,761,115 $1,761,115 $1.761.115 $1.781,115 $1.781.115 $1,781,115 520,127,024 $4,660,912 $4,660,912 $4,660,912 $4,660,912 $4,912,499 $4,912,499 $4,944,988 $4,944,988 $4,944,988 $4,944,988 $4,944,988 $4,944,988 $58,138,572 $48,609 $48,609 $46,609 $46,609 $49,125 $49,125 $49,450 • S49,450 $49,450 $49,450 $49,450 $49,450 $581,386 $3,812,699 $4,018,348 $4,223,998 $4,381,257 $4,381,257 $4,381,257 $4,381,257 $4,817,749 $4,617,749 $4,648,289 $4,648,289 $4,648,289 $52,760,438 $125,000 $125,000 $125,000 $125,000 $125,000 $125,000 $125,000 $125,000 $125,000 $125,000 $125,000 $125,000 $1,500,000 $3,984,308 $4,189,957 $4,395,607 $4,552,866 $4,555,382 $4,555,382 $4,555,707 $4,792,199 $4,792,199 $4,822,738 $4,822,738 $4,822,739 $54,841,822 $68,083 $66,083 $68,083 $W.083 $68,083 $66,083 $68,083 $68,083 $68,083 $68,083 $66,083 $68,083 $793,000 $50,000 $50,000 $50,000 $50,000 $50,000 $50,000 $50,000 $50,000 $50,000 $50,000 $50,000 $50,000 $800,000 $3,960,558 $3,960,558 $3,960,558 $3,960,558 $4,174,622 $4,174,622 $4,202,211 $4,202,211 $4,202,211 $4,202,211 $4,202,211 $4,202,211 $49,404,748 $23,305 $23,305 $23,305 $23,3D5 $24,582 $24,582 $24,725' $24,725 $24,725 $24,725 $24,725 $24,725 $290,693 $10,000 $10,000 $10,0D0 $10,000 $10,000 $10,000 $10,000 $10,000 $10,000 $10,000 $10,000 $10,DDO $120,000 $4,109,946 $4,109,948 $4,109,948 $4,109,946 $4,325,268 $4,325,268 $4,353,020 $4,353,020 $4,353,020 $4,353,020 $4,353,020 $4,353,020 $51,208,439 ($125,639) $80,011 $285,661 $442,920 $230,114 $230,114 $202,687 $439,180 $439,180 $469,719 $469,719 $489,719 $3,633,383 ($37,183) ($37,183) ($37,183) ($37,183) ($37,183) ($37,183) ($37,183) ($37,183) ($37,183) ($37,183) ($37,183) ($37,183) ($446,200) ($162,822) $42,828 $248,477 $405,737 $192,931 $192,931 $165,504 $401,996 $401,998 $432,535 $432,535 $432,535 $3,187,183 ($8,606,258) ($8,563,428) ($6,314,951) ($5,909,215) ($5,7,16,284) ($5,523,353) ($5,357,650) ($4,955,853) ($4,553,857) ($4,121,322) ($3,868,788) ($3,258,251) ($8,994,177) ($7,025,355) ($8,853,450) ($8,524,651) ($8,408.799) ($8,285,366) ($8,190,044) ($5,856,899) ($5,522,708) ($5,154,357) ($4,782,348) ($4,408,305) ($74,006) ($78,572) ($76,938) ($75,079) ($71,497) ($70,182) ($68,852) ($67,805) ($84,184) ($60,525) ($58,495) ($52,421) ($814,554) ($7,068,183) ($7,101,927) ($6,930,387) ($6,599,730) ($8,478,296) •($8,355,547) ($8,258,895) ($5,924,704) ($5,588,892) ($5,214,881) ($4,838,841) ($4,458,728) Note: The estimates and projections set forth In this document are provided for purposes of Illustration only and do not represent assurance, guarantee or prediction of the results of operations of the hospital. They are provided for purposes of Illustration only and are based on certain assumptions made about the Page 2 of 2 * TO BE REPLACED WITH ACTUAL FIGURES BY JULY 1, 2001 COMMUNITY HOSPITAL OF LONG BEACH LEASE AMORTIZATION SCHEDULE Period Ending 2001 ' 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012 ,)n13 2014 2015 2016 2017 2018 2019 2020 Beginning Debt Balance $2,330,000 00 2,353,300.00 2,494,498.00 2,494,498.00 2,494,498.00 ° 2,449, 031.49 2,400,836.99 2,349,750.81 2,295,599.47 2,238,199.04 2.177,354.60 2,112,859.48 2,044,494.66 1,972,027.94 1,895,21323 1,813,789.63 1,727,480.61 1,635,993.06 1,539,016.25 $1,436,220.83 Principal $45,466.51 48,194.50 51,086.17 54,151.34 57, 400.42 60,844.45 64,495.12 66,364.82 72,466.71 76,814.72 81,423.60 86,309.01 91,487.56 96,976.81 102,795.42 1,436,220.83 $2,494,498.00 Interest $23,300.00 2 141,198.00 2 149,669.88 149,669.88 149,669.88 146,941.89 144, 050.22 140,985.05 137,735.97 134, 291.94 130,641.28 126,771.57 122,669.68 118,321.68 113,712.79 108,827.38 103.648.84 98,159.58 92,340.98 86,17325 $2,418,779.72 Debt Service Payments (May 1'`) 45 9 195;136:39 195,136:39 195,136.39 195.136.39 195;136.39 1.95,136:39 1;95,136:39 195,136.39 195,136.39 1.95;136:39 195;136.39 195,136.39 195,13e.39 195,136.39 195,136.39 1,522',394.08 ' $4,748,779.72 Ending Debt Balance Notes: ' Begins accruing interest on the Delivery Date. 2 Unpaid interest is applied to Debt Balance. Interest only payments in 2003-04. " Debt Balance is amortized over 25 years, however, repayment of the Lease is accelerated due to a Balloon Payment made on May 1, 2020. $2,353,300.00 2,494,498.00 2,494,498.00 2,494,498.00 2,449,031.49 2,400,836.99 2,349,750.81 2,295,599.47 2,238,199.04 2,177,354.60 2,112, 859.48 2,044,494.66 1,972,027.94 1,895,213.23 1, 813, 789.63 1,727,480.61 1,635,993,06 1.539,016.25 1,436,220.83 $0.00 ** TOTAL PAGE.02 ** Community ospital Capital Projects Fire Alarm /Protection Systems $200,000.00 Elevator Upgrades (+ADA) $75,000.00 Boiler Cert $20,000.00 Boiler Replacement (if cert fails) $200,000.00 Chiller Repairs $50,000.00 Cooling Tower Repair $45,000.00 Ext Painting/Window Seals $150,000.00 HVAC Systems $325,000.00 N/acuum System Upgrade/Cert $50,000.00 Roof Repairs $80,000.00 Emergency Generator Repair/Cert $10,000.00 ADA Upgrades $450,000.00 Ceiling Tile Replacement $5,000.00 Isolation/Infection Control Areas Upgrades $100,000.00 Asbestos Survey $35,000.00 Engineering Services $200,000.00 Restore Gas/Air Systems $70,000.00 Oxygen Storage System $50,000.00 Fire Certification $60,000.00 Contingency 25% $543,750.00 OSHPD Fee 1.64% $44,588.00 Total $2,763.338.00 EXHIBIT '"�" u Exhibit "F" Community Hospital Professional Office Building Leases (as of 2/01/01) Suite G-18 Charles Morrell Medical Center & Stanley Goldberg, M.D., Inc. Suite G-21 Hezekiah Moore, M.D. & Kenneth Kim, M.D. Suite 100 John Cardin, Jr., M.D. Suite 105 Adel Eldahmy, M.D. Suite 107 Michael Lieppman, M.D. Suite 108 Kungsoo (Kenneth) Kim, M.D. Suite 114 Alan W. Heller, M.D. Suite 116 George Jayatilaka, M.D. Suite 200 Nicholas S.C. Lee, M.D. Suite 207 Robert Pugach, M.D. Suite 207B Richard Bell, D.P.M. Suite 208 Long Beach Advanced Orthopedic Medical Center Suite 222 Andrew Manos, D.O. Suite 300 Helen Mahoney, M.D. Suite 306 Thomas M. Norum, M.D. Suite 308 Cardiovascular Associates, A Medical Group, Inc. Suite 309 Guy G. Lemire, M.D. Suite 314 E. Mike Vasilomanolakis, M.D. Hospital Systems Requiring Documented Preventive Maintenance • Heating, Ventilation and Air Conditioning (HVAC) System • Boilers • Switch gear • Emergency Generators • Fire Protection Systems (sprinklers, fire suppression systems) • Fire Alarm Systems • Medical Gas System • Medical Vacuum System • Sumps and pumps related to pluming system • Liquid Oxygen System • Elevators • Security Systems • Specialized Medical equipment. • Refrigeration equipment (such as but not limited to food services area and morgue) This list is to be considered the minimum list of equipment requiring documented preventive maintenance. Accreditation organizations may require additional maintenance coverage on other systems or equipment. Maintenance intervals for systems and equipment are determined by run time, system use, application, location, federal and state requirements and manufacture's recommendation. EXHIBIT "G'°