One Last Non-Update on UofL Medical Merger.

Are we there yet?

I have to give the University of Louisville credit for their incredible skill in keeping all the rest of us in the dark regarding their ongoing plans to secure outside help in rescuing the hospital it has starved over the years. Of course, understated sub-agendas of this initiative have always been to obtain additional money for the University’s commercial research initiative and to keep Jewish Hospital afloat. It just sounds better if you claim you are doing it all to help the poor. If the University is still on its schedule for an announcement for later June, the veil may soon be rising.

This success has come about through a combination of non-disclosure agreements, internal loyalty, and probably even the same employee fear and perceived threats reported to me during last year’s go-around. Who knows, perhaps the University even cleverly used some dis-information to confuse the rest of us. The best measure of the University’s success in keeping its negotiations under cover is that several of my contacts (all claiming reliable sources) are quite sure they know who the putative partner will be, but that several different names are still being put forward. Perhaps wishful thinking underlies the whole matter. Here is a brief summary of the known or possible players.

Following the takeoff, crash, and burn of the University’s sole-source negotiations with Catholic Health Initiatives to acquire University Hospital for the St. Joseph’s Hospital Network (now KentuckyOne Health), UofL immediately began a Request-for-Proposal process under the auspices of the University’s purchasing department to find a new partner. Most of us believed the requirements and timeline for responses were carefully tailored such that only Jewish Hospital/CHI could possibly fit the bill. Indeed, I brought to the attention of the public that officials from the University and Jewish Hospital continued to discuss merger strategies outside the structure of the RFP, thus risking accusations of inappropriate collusion. Indeed, it is my opinion that the RFP process may have been prolonged because the University had to enter good-faith preliminary discussions with other parties in order to deflate charges of such favoritism that reasonable people might have held!

When I called UofL Purchasing the day after the deadline for RFP proposals had passed, my notes tell me that I had the impression that more than one submission had been received, although a number was not revealed. Certainly several institutions had shown significant interest by attending an information session given by UofL for potential responders. Norton Healthcare was there, but citing lack of time and information, told the press it did not submit a response. This horse did not start.

Baptist Healthcare was at the conference and subsequently hired away a high powered accounting firm then working for University Hospital to help it prepare an RFP. I have heard it said that Baptist had its eye on UofL’s cancer program. Although some are still predicting that Baptist will be the chosen one, one of my contacts has seen an email from UofL soliciting partnership from Baptist that was turned down flat. In response to recent calls to Baptist, a spokesperson would neither confirm nor deny that Baptist had submitted a response, preferring to let UofL do all the talking (or non-talking as the case may be). This remains a dark horse of uncertain odds.

There have been reports of at least two for-profit hospital chains expressing interest in acquiring the hospital, but I have no direct confirmation of that.  One is out of Tennessee with former contacts to Louisville. It was speculated that a second potential responder is HMA out of Naples, Florida which already manages the Paul B. Hall Hospital and some clinics in Paintsville, Kentucky. Neither of these would appear to control clinical networks in Kentucky with the potential to make much difference to University or Jewish hospitals. I judge these to be long shots.

A few of us dreamers were eager to seize on the possibility that UofL, the University of Kentucky, and Pikeville Osteopathic Medical School might somehow get past their sports and regional rivalries to pull off some outrageous outside-the-box thinking for the benefit of the Commonwealth. If we are still using a wagering metaphor, this would probably be called a ‘sucker bet.”

I am personally aware of only a single other candidate whose name had been suggested: Catholic Health Initiatives and its new offshoot, KentuckyOne Health (KOH). However, I have also heard that CHI had walked away from the deal. I think this is unlikely as in my opinion Jewish Hospital/St. Mary’s very much needed the University deal to stay in business. My contacts at Jewish tell me that its doctors are walking away, and have shared their opinions that the once-powerful Jewish Hospital is still having troubles. Based on news reports alone, things have not been going well in recent years. I too worry for Jewish hospital, a historical force in our community against segregation and discrimination in medical care.

CHI acquires another Medical School.
There are other potential reasons why CHI/KOH might have walked away. CHI recently signed a deal to acquire the teaching hospital of Creighton University. This would give CHI the medical-school-feather for its cap that it may have desired. Of course, Creighton is a Jesuit Catholic school, so the church-state issues that partially bedeviled the deal in Louisville may not have been significant in Nebraska. These same church-state issues revolving around end-of-life issues, contraception, abortion, ectopic pregnancy, sterilization and the like are still powerful enough (and getting more powerful) that it is possible that CHI and UofL were not able to come to any arrangement that would have satisfied the community of Catholic Bishops that calls the shots in these matters, nor the ethicists at University. In a future report, I will outline the changes that have occurred in medical practice at Jewish Hospital and the offices of the physicians it controls. The prohibitions of the Catholic Religious and Ethical Guidelines that the proponents of last year’s Louisville merger baldly told us would never happen at University Hospital are now being implemented at Jewish Hospital. Frankly, I do not see how either party is going to be able to get around this absolutist barrier without compromising their own declared ethics, but who knows, sometimes money talks louder than principles. I will have more to say about this later, but I am disappointed in the work-arounds that I have been told of.

My bet, but with a disappointing payout.
When all is said and done and the racing form put back in your pocket, the smart money to win is on CHI/KOH. Too many people on the backside have been heard to say they are going to get the deal done. Too much commitment, money, and planning was put into the effort to simply walk away. Professional reputations and competitive emotions are on the line. Everyone associated with the University, its Hospital, and Jewish Hospital with whom I have spoken assume that CHI/KOH will be the new partner-intended. It remains to be seen how the many formidable issues that were sprung on the public last year will be dealt with, or how the University might plan to finesse the need for approval from any other entity except itself.

In conclusion, while I congratulate the University of Louisville for its skill in evading public scrutiny, I condemn it for the very same reason. In the past month, two major independent state examinations of the University of Louisville’s operations of its QCCT fund for indigent care, and its Passport Program for Medicaid managed care have validated community-wide criticism of lack of transparency and accountability to the public it serves, and much worse. I do not believe the University of Louisville or its Hospital can be successful without the confidence of, and in partnership with its entire community. I cannot imagine how the University of Louisville could do a worse job in that regard than it is doing now.  What do you think? Why am I wrong? Does anyone have better information?

Peter Hasselbacher, MD
President, KHPI.
Emeritus Professor of Medicine, UofL.
June 7, 2012