American Academic Health System, LLC entered into a definitive agreement to acquire Tenet HealthSystem St. Christopher's Hospital For Children and Tenet HealthSystem Hahnemann from Tenet Healthcare Corp. (NYSE:THC) for approximately $170 million on August 31, 2017. Under the terms of the transaction, American Academic Health System will pay $152.5 million in cash at closing and a promissory note in the amount of $17.5 million. The cash payment is subject to customary purchase price adjustments. American Academic Health System will acquire Tenet’s Hahnemann University Hospital, St. Christopher’s Hospital for Children and other related operations in Philadelphia, including Tenet-owned physician practices in the transaction. Under the agreement, American Academic Health System will assume the Tenet’s funding obligations under the Pension Fund for Hospital and Health Care Employees of Philadelphia and Vicinity, a multi-employer pension plan related to the divested assets. For five years following the closing date, Tenet will be contingently liable under the Employee Retirement Income Security Act of 1974 for up to approximately $70 million in the event a withdrawal liability is triggered with respect to this pension plan. The transaction will be financed by previously delivered commitments from third-party lenders and arrangers. Harrison Street Real Estate Capital, LLC is acting as financial partner to Paladin Healthcare Capital LLC, parent company of American Academic Health System. During the 12 months ended June 30, 2017, St. Christopher's Hospital For Children, Hahnemann University Hospital and related operations generated approximately $790 million of net operating revenue and an Adjusted EBITDA loss of approximately $15 million. The transaction is subject to regulatory approvals, receipt of financing from third-party lenders and arrangers, confirmation regarding certain due diligence matters related to the real estate portion of the divested assets, receipt of various third party consents and estoppels related to the divested assets, execution and delivery of numerous ancillary documents to the asset sale agreement including, but not limited to, the Promissory Note, certain real estate documentation, guarantees and a transition services agreement and other closing conditions. The transaction is expected to be completed in early 2018. Alston & Bird LLP acted as legal advisor to Tenet Healthcare Corp. American Academic Health System, LLC completed the acquisition of Tenet HealthSystem St. Christopher's Hospital For Children and Tenet HealthSystem Hahnemann from Tenet Healthcare Corp. (NYSE:THC) on January 11, 2018.