The Medical Center of Southeast Texas to acquire Victory Medical Center assets

The Medical Center of Southeast Texas to acquire Victory Medical Center assets

The Medical Center of Southeast Texas announced Monday, Aug. 10, that it has signed a definitive agreement to acquire the assets of Victory Medical Center in Beaumont.

An asset purchase agreement (APA) is the acquisition of a company by purchasing its assets directly from the corporation itself rather than purchasing shares from its shareholders, according to FindLaw, a website which offers legal information and online marketing services for law firms. In an APA, the buyer is able to specify the liabilities it is willing to assume, while leaving other liabilities behind.

“The Medical Center of Southeast Texas is acquiring all major moveable equipment,” the Medical Center of Southeast Texas CEO Richard Gonzalez told The Examiner, adding that it plans to acquire all of Victory Medical Center Beaumont assets. “We will enter into a lease agreement with the current landlord. There are no plans to purchase the property.”

The facility will be renamed The Medical Center of Southeast Texas – Victory Campus, Gonzalez said.

“We will proceed with signage as well as other ongoing transition planning, subject to the completion of certain closing conditions and requirements,” he said. “We expect to complete the transaction in the third quarter of 2015. We hope to have signage in place by mid-September.”

In June, Victory owed $234,000 in past due rent to landlord CNL Healthcare Properties and owed Jefferson County $246,500 in property taxes. 

Victory Medical Center Beaumont CEO Becky Ames said, “Assuming that all conditions to closing are met, and the transaction closes as planned, a portion of the proceeds would be used to resolve outstanding liabilities such as past due personal property taxes.” 

Victory Healthcare, the hospital’s parent company, filed for Chapter 11 protection in U.S. Bankruptcy Court in the Northern District of Texas in Fort Worth, seeking buyers for its six medical and surgical centers in Texas, according to an article in the Houston Business Journal. The Woodlands-based company announced the bankruptcy filing in June. Excluded from the filing are Victory Medical Center Houston – East and Victory Beaumont, which already had buyers in place.

“Victory Healthcare has elected to sell all of its facilities due to a number of issues,” Ames said. “Victory believes that transitioning to ownership by an established, respected local hospital such as the Medical Center of Southeast Texas is in the best interests of our patients, physician partners, employees and other constituents.”

Gonzalez said, “Currently, there are around 25 employees at Victory Medical Center. Until the closing, employees will retain their employment status, with all benefits remaining in effect. Upon closing, those employees of Victory hired by the Medical Center will become Medical Center employees, at which time they will transition to the Medical Center’s payroll and benefits program.”

Victory’s current physician investment partnership will remain intact, Ames said, adding that she, herself, expects to remain employed at the Victory Campus, as well, following the APA transaction.

“I don’t expect my capacity to change as far as job responsibility. I will be the administrator for the Victory Campus,” she said.

The scope of services offered at the Medical Center of Southeast Texas – Victory Campus should remain the same as well, Ames said.

“The facility will continue to offer a wide range of surgical care and diagnostic services from some of the most highly trained physicians in Southeast Texas,” Ames said. “At this time, we have no reason to believe the service lines will change in the near term.”

Ames said VMCB is currently open for emergency services and “that will not change.”

Victory Medical Center Beaumont opened in May of 2013.