Bristol Hospital & Health Care Group Inc.’s bid to sell its Ingraham Manor skilled nursing and rehabilitation facility to a for-profit group for $10.5 million has cleared a regulatory hurdle.
The state Office of Health Strategy (OHS) issued a determination letter on Friday stating that the sale does not require a certificate of need (CON), which is often required when a healthcare facility is sold or its ownership is transferred.
In May, the healthcare organization filed a CON determination form, asking both OHS and the state Attorney General’s office to determine whether a CON was needed for the sale.
Currently, the nonprofit Bristol Hospital & Health Care Group Inc. operates Ingraham Manor, a 128-bed skilled nursing facility at 400 North Main St., located less than a mile from the hospital.
In its filing with the state, Bristol Health said Ingraham Manor proposes selling “its operational and property assets” to the for-profit companies IM OpCo LLC and IM PropCo LLC, together known as IM Buyer, for $10.5 million, “subject to incidental prorations, costs and certain other adjustments and the receipt of all required regulatory approvals and satisfaction of certain agreed-upon conditions to closing.”
According to state business listings maintained by the Secretary of the State’s office, both IM OpCo and IM PropCo have business addresses in New Jersey and both were formed in May.
The principal for IM OpCo is listed as Rachel Shakow, who also is the principal of WAT OPCO LLC, which has owned and operated the 130-bed Woodlake at Tolland skilled nursing and rehabilitation center in Tolland since it was sold by Eastern Connecticut Health Network in 2021
The principal for IM PropCo is listed as Eliyahu Mirlis, CEO of New Jersey-based RegalCare Management Group, a nursing home management company.
Ingraham Manor is licensed as a chronic and convalescent nursing home by the state Department of Public Health (DPH), providing short- and long-term rehabilitation and skilled nursing care.
According to the CON determination application, the healthcare group’s board of directors decided in February 2023 to explore its options for Ingraham Manor, including the possibility of a sale.
The following month, the board hired a broker, who subsequently generated “a number of bids for consideration.” the application states. The board determined that IM Buyer was the “best option to acquire Ingraham Manor,” in part because of its “prior experience in acquiring and operating a nursing home that had been part of a health care system,” referring to Woodlake at Tolland.
The application notes that, since Shakow, as majority owner, assumed control of Woodlake at Tolland, “census and quality measures have
improved at the facility. In addition, approximately 75% of dietary and nursing staff were agency staff at the time of acquisition, which has since been eliminated.”
Shakow also has been the majority owner and operator of Foremost at Sharon in Massachusetts, a similar facility, since 2020.
The Ingraham Manor board approved the sale to IM Buyer, and entered into a purchase and sale agreement in May last year. The agreement includes the nearly 66,000-square-foot building and the property’s 2.75 acres.
It also includes an agreement for IM Buyer to “offer to hire each Ingraham Manor employee that is in good standing” with the facility, “subject to IM Buyer’s standard background checks.”
In the determination letter, OHS Commissioner Dr. Deidre S. Gifford said her agency concluded “that no CON is required” for the sale under state law.
She adds, though, that the Attorney General’s office still must determine “whether this transaction constitutes the transfer of a material amount of a nonprofit hospital’s assets or operations to a for-profit entity,” and if so, whether the agreement requires approval under state law.
If the Attorney General “determines that review is appropriate,” Gifford adds, “OHS will participate in the review process.”
Bristol Health CEO Kurt Barwis did not immediately respond to a request for comment.
