Atrium Health Inc

THE ORGANIZATION WAS WAS ESTABLISHED BY THE CHARLOTTE-MECKLENBURG HOSPITAL AUTHORITY, A NORTH CAROLINA HOSPITAL AUTHORITY (CMHA), AND WAKE FOREST UNIVERSITY BAPTIST MEDICAL CENTER, A NORTH CAROLINA NONPROFIT CORPORATION (WFBMC), FOR THE PRINCIPAL PURPOSE OF CREATING A SINGLE, INTEGRATED ACADEMIC AND COMMUNITY HEALTH SYSTEM. THE ORGANIZATION OVERSEES AN INTEGRATED ACADEMIC AND COMMUNITY HEALTH SYSTEM WITH OPERATIONS IN ALABAMA, GEORGIA, NORTH CAROLINA, AND SOUTH CAROLINA (THE "ENTERPRISE"). THE ENTERPRISE OPERATES WITHIN A FRAMEWORK INITIALLY ESTABLISHED BY THE TERMS OF THE HEALTH SYSTEM INTEGRATION AGREEMENT, DATED AS OF OCTOBER 9, 2019, AMONG THE CORPORATION, CMHA, WFBMC, WAKE FOREST UNIVERSITY HEALTH SCIENCES, NORTH CAROLINA BAPTIST HOSPITAL, AND WAKE FOREST UNIVERSITY (THE "INTEGRATION AGREEMENT") AND THEENTERPRISE AGREEMENT, DATED AS OF OCTOBER 9, 2020 BY AND AMONG THE CORPORATION, CMHA AND WFBMC (THE "ENTERPRISE AGREEMENT"), AS SUCH AGREEMENTS MAY BE AMENDED FROM TIME TO TIME.1 AS OF JULY 14, 2021, FLOYD HEALTHCARE MANAGEMENT, INC. ("FLOYD") BECAME AFFILIATED WITH THE ENTERPRISE PURSUANT TO THE TERMS OF A MEMBERSHIP SUBSTITUTION AGREEMENT, WHICH CALLS FOR THE INTEGRATION OF FLOYD'S HOSPITALS AND AFFILIATED PROVIDERS IN GEORGIA AND ALABAMA TO BE OPERATED AS PART OF THE ENTERPRISE IN ACCORDANCE WITH THE ENTERPRISE AGREEMENT.AS OF DECEMBER 2, 2022, THE ORGANIZATION ENTERED INTO A JOINT OPERATING AGREEMENT (THE "JOA") WITH ADVOCATE AURORA HEALTH, INC. (AAH), THROUGH THE CREATION OF ADVOCATE HEALTH, INC. (ADVOCATE HEALTH), WHICH WILL MANAGE AND OVERSEE AN INTEGRATED HEALTHCARE DELIVERY AND ACADEMIC SYSTEM CONSISTING OF THE ENTERPRISE AND CERTAIN AFFILIATES OF AAH (THE ENTERPRISE AND SUCH AFFILIATES OF AAH COLLECTIVELY REFERRED TOAS THE "SYSTEM").