EX-2.2 3 a18-12241_2ex2d2.htm EX-2.2 EXECUTION VERSION ALTERNATIVE PLAN SPONSOR AGREEMENT among HCR MANORCARE, INC., QUALITY CARE PROPERTIES, INC., PROMEDICA HEALTH SYSTEM, INC. SUBURBAN HEALTHCO, INC. MEERKAT I LLC and THE OTHER LESSORS IDENTIFIED...Alternative Plan Sponsor Agreement • May 5th, 2020 • Delaware
Contract Type FiledMay 5th, 2020 JurisdictionThis PLAN SPONSOR AGREEMENT, dated as of April 25, 2018 (hereinafter called this “Agreement”), is among HCR ManorCare, Inc., a Delaware corporation (the “Debtor”), Quality Care Properties, Inc., a Maryland corporation (“QCP”), ProMedica Health System, Inc., an Ohio non-profit corporation (“ProMedica Parent”), Suburban HealthCo, Inc., an Ohio non-profit corporation and a wholly-owned, indirect subsidiary of ProMedica Parent (“Purchaser” and, together with ProMedica Parent, “ProMedica”), and Meerkat I LLC, a Delaware limited liability company (the “JV” and, together with any wholly-owned Subsidiary of the JV so designated by the JV, the “Lessors”). The Debtor, QCP, ProMedica, and the Lessors are each referred to in this Agreement as a “party” and together, the “parties”.
ALTERNATIVE PLAN SPONSOR AGREEMENT among HCR MANORCARE, INC., QUALITY CARE PROPERTIES, INC., PROMEDICA HEALTH SYSTEM, INC. SUBURBAN HEALTHCO, INC. MEERKAT I LLC and THE OTHER LESSORS IDENTIFIED HEREIN Dated as of April 25, 2018Alternative Plan Sponsor Agreement • April 30th, 2018 • Quality Care Properties, Inc. • Real estate investment trusts • Delaware
Contract Type FiledApril 30th, 2018 Company Industry JurisdictionHCR ManorCare, Inc. (the “Debtor”) hereby proposes the following first amended plan of reorganization for the Debtor’s reorganization case under Chapter 11 of the Bankruptcy Code for the resolution of the outstanding Claims against and Interests in the Debtor. Capitalized terms used but not defined in this paragraph have the meanings assigned to them in Article I. The classification and treatment of Claims against and Interests in the Debtor are set forth in Article II and Article III. The Debtor is the proponent of this Plan within the meaning of section 1129 of the Bankruptcy Code. Reference is made to the Disclosure Statement, distributed contemporaneously herewith, for a discussion of the Debtor’s history, business, properties and operations, projections for those operations, risk factors, a summary and analysis of this Plan, and related matters.