MIAMI INTERNATIONAL MEDICAL CENTER

https://pbnlaw.com/media/1022022/MMC-12.pdf II. Background 8. The Debtor (MIMC) owns and operated a regional acute care hospital (the “Hospital”) that provided a limited suite of medical services since its opening in February 2016. 9. The Debtor is a Florida limited liability company. The Debtor’s members are comprised of (i) Miami Hospital Holdings, LLC (“MHH”), which owns approximately sixty- nine percent (69%) of the Debtor’s membership interests; and (ii) individual physicians and physician groups (but no individual group owns more than 10% of the Debtor), which collectively own thirty-one (31%) of the Debtor’s remaining membership interests. 10. MHH, in turn, is owned equally by Children’s Health Ventures, Inc. (“CHV”), and NueHealth, LLC (“NueHealth”). CHV is an affiliate of Variety Children’s Hospital d/b/a Nicklaus Children’s Hospital (“VCH”). 11. Prior to shutting down its operations (as discussed below), the Debtor was principally managed by NueHealth. A. Debtor’s Leasehold Obligations 12. The land and building housing the Hospital (the “Property”) was acquired by the Debtor in early 2014, and then sold to HC-5959 N.W. 7th Street, LLC (“HC-5959”), on April 21, 2014. 13. On April 30, 2014, the Debtor entered into that certain Amended and Restated Lease Agreement with HC-5959 (the “Lease”) pursuant to which the Debtor agreed to lease the Property from HC-5959. Pursuant to the Lease, the Debtor was required to make monthly rent payments to HC-5959 in the approximate amount of $970,000.00. VCH was a limited guarantor of the Lease, along with NueHealth. 14. After April 30, 2014, the Debtor renovated the Hospital into a state-of-the-art, high-end facility that offered patients concierge medical care across a number of different specialties. 15. In October 2017, the Debtor defaulted on its obligations under the Lease by, among other things, failing to pay rent due thereunder. 16. On December 28, 2017, HC-5959 transferred, sold, assigned, and conveyed all of its right, title and interest in and to, among other things, the Property and Lease to VCH. Accordingly, as of the Petition Date (as defined below), VCH is the owner of the Property and the “Landlord” under the Lease with the Debtor. 17. The Debtor has not made any payments due under the Lease to either HC-5959 or VCH since September 2017.