West Virginia Secretary Of State Mac Warner

Conference Room 4QV at the law offices of Bowles Rice LLP, 600 Quarrier Street, Charleston, WV 25301, and by teleconference, Toll Free dial in number:  1-888-475-4499, Meeting ID:  839-6446-8819, Password: 029837

The Issuer intends to issue its Hospital Refunding and Improvement Revenue Bonds (Vandalia Health Group) Series 2023B, in one or more series, on a taxable or tax-exempt basis, and in a maximum stated principal amount not to exceed $420,000,000 (the Bonds), the proceeds of which will be loaned to Charleston Area Medical Center, Inc., a West Virginia nonprofit corporation (CAMC), as group agent (the Group Agent) on behalf of the Vandalia Health Group, consisting of CAMC, CAMC Foundation, Inc., Monongalia Health System, Inc., Monongalia County General Hospital Company, Mon Elder Services, Inc., Stonewall Jackson Memorial Hospital Company (Stonewall Hospital), CAMC Greenbrier Valley Medical Center, Inc. (CAMC GVMC), and CAMC Plateau Medical Center, Inc. (CAMC PMC), each a West Virginia nonprofit corporation and each a Member of the Group (individually, a Member and together, the Group), and used as follows:

A. Refund on a current basis and extend the maturity date of the Issuers Hospital Refunding Revenue Bond (Charleston Area Medical Center, Inc.) 2019 Series B, dated June 4, 2019, in a maximum stated principal amount not to exceed $12,000,000 (the Series 2019B Bonds), the proceeds of which were used to refund on a current basis the Authoritys Hospital Revenue Bond, 2008 Series A (CAMC Teays Valley Hospital Project);

B. Refund all or portion of the taxable indebtedness incurred to finance the following Hospital Facilities (as defined in Chapter 16, Article 29A of the Code of West Virginia of 1931, as amended):

1. The costs of the acquisition by CAMC GVMC of substantially all of the assets of Greenbrier VMC, LLC, a Delaware limited liability company, Greenbrier Valley Emergency Physicians, LLC, a Delaware limited liability company, Greenbrier Valley Anesthesia, LLC, a Delaware limited liability company, Ronceverte Physician Group, LLC, a Delaware limited liability company, and GRB Real Estate, LLC, a Delaware limited liability company, which directly or indirectly own and operate Greenbrier Valley Medical Center located at 1320 Maplewood Avenue, Ronceverte, West Virginia, together with certain related businesses including medical office buildings, outpatient care facilities, physician practices and ancillary services and costs associated therewith in a maximum stated principal amount not to exceed $86,000,000;

2. The costs of (a) the acquisition by CAMC PMC of substantially all of the assets of Oak Hill Hospital, a West Virginia corporation, which directly or indirectly own and operate Plateau Medical Center located at 430 Main Street, Oak Hill, West Virginia; and (b) payment and/or reimbursement of the costs of the acquisition by CAMC of substantially all of the assets of Oak Hill Clinic Corp., together with certain related businesses including medical office buildings, outpatient care facilities, physician practices and ancillary services and costs associated therewith in a maximum stated principal amount not to exceed $93,000,000;

3. The costs of (a) construction of an outpatient Cancer Center located at 3415 MacCorkle Avenue, SE, Charleston, West Virginia; (b) renovation and improvement of the CAMC Memorial Campus (as defined below) to add inpatient rooms; (c) construction of an ambulatory surgery center on the CAMC General Campus (as defined below); and (d) the upgrade of energy systems at the CAMC General Campus in a maximum stated principal amount not to exceed $63,000,000;

C. Finance, refinance or reimburse payment of the costs of:

1. The Hospital Facilities owned and operated by CAMC in an integrated operation in a maximum stated principal amount not to exceed $78,000,000 for each of the following projects at the following locations:

a. Construction, installation, expansion, renovation, equipping and other improvement of the emergency department at CAMC Teays Valley Hospital located at 1400 Hospital Drive, Hurricane, West Virginia;

b. Acquisition, construction, installation, renovation, equipping and/or other improvement of the CAMC Memorial Campus located at 3200 MacCorkle Avenue, SE, Charleston, West Virginia (the CAMC Memorial Campus);

c. Acquisition, construction, installation, renovation, equipping and/or other improvement of the CAMC General Campus located at 501 Morris Street, Charleston, West Virginia (the CAMC General Campus);

d. Acquisition of certain physician practices and buildings located at (i) 275 Dry Hill Road, Beckley, West Virginia, (ii) 4610 Kanawha Avenue, SW, Suite 301, South Charleston, West Virginia, (iii) 100 Tracy Way, Charleston, WV 25311, and (iv) 1223 Washington Street, East, Charleston, West Virginia;

2. Construction, installation and equipping of a replacement hospital for Stonewall Hospital located at 220 Staunton Drive, Weston, West Virginia in a principal amount not to exceed $60,000,000; and

3. Acquisition, development, construction, installation and equipping by MHS of a community hospital located at 780 Haden Boulevard, Bridgeport, West Virginia, in a principal amount not to exceed $28,000,000.

The Bonds will be special obligations of the Issuer and pursuant to the West Virginia Hospital Finance Authority Act, which is codified in Article 29A of Chapter 16 of the Code of West Virginia, 1931, as amended, will not constitute a debt or a pledge of the faith and credit of the Issuer or a pledge of the faith and credit or taxing power of the State of West Virginia or any political subdivision thereof. Persons wishing to express their views on the proposed issuance of the Bonds may appear at the hearing or may submit their views in writing regarding the proposed issuance of the Bonds and the nature of the projects to be financed therewith. Any written submissions should be sent to the West Virginia Hospital Finance Authority, Box 2, Albert T. Summers Center, 1124 Smith Street, Suite B100B, Charleston, WV 25301, Attention: Chairman, and clearly marked Re: West Virginia Hospital Finance Authoritys Hospital Refunding and Improvement Revenue Bonds (Vandalia Health Group), Series 2023B. Written submissions should be mailed in sufficient time to be received before 10:00 a.m. on October 6, 2023.

The State of West Virginia acting by and through the West Virginia Hospital Finance Authority, James R. Christie, Chairman.