REDLANDS SURGICAL SERVICES - Page 13




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               To determine the General Partnership’s investment, the                 
          Operating Partnership was valued at four to five times earnings.            
          No formal appraisal was acquired; rather, the valuation was                 
          determined based on SCA’s experience and knowledge of the market            
          and by a review of historical records.  An unrelated bidder (a              
          for-profit company, not otherwise identified in the record) was             
          offering the Operating Partnership a higher purchase price based            
          on approximately six times earnings.  The existing partners of              
          the Operating Partnership agreed to the offer made by the General           
          Partnership due to the desire to have an affiliation with                   
          Redlands Hospital for quality control review and other reasons,             
          such as to supervise the teaching and maintenance of up-to-date             
          surgery methodologies.                                                      
               The General Partnership is the sole general partner of the             
          Operating Partnership.  There are 32 limited partners.  Except              
          for Beaver Medical Clinic, Inc., the limited partners are all               
          physicians who are also on the medical staff of Redlands                    
          Hospital.  Two of the limited partners are board members of                 
          Redlands Hospital and RHS.  The amended Operating Partnership               
          agreement contains no statement of charitable purpose and imposes           
          no requirement that the Operating Partnership operate for a                 


               5(...continued)                                                        
          physician, with that interest then being converted to a limited             
          partner interest.  The limited partners currently have a 41-                
          percent interest in the Operating Partnership.                              




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Last modified: May 25, 2011