In January 2005, the State filed suit against Allina Health System alleging that it conspired with St. Paul Heart Clinic (?SPHC?) and Metropolitan Cardiology Consultants (?MCC?), two independent cardiology practices, to monopolize the market for cardiology services in the Twin Cities area by planning a merger or comparable transaction. Allina maintained that it had ceased all merger negotiations in 2004 and had no intentions to resume those talks. In a court hearing on May 27, 2005, Allina?s Chief Executive Officer confirmed that Allina, SPHC and MCC were not currently engaged in any merger or consolidation discussions.
In a Settlement Agreement, Allina agreed to give the State 60 days notice of any future agreement to merge with or acquire control over SPHC and MCC and not to finalize any proposed transaction until the deadline for the State?s review has passed. Under the agreement, if the State determines additional information is necessary to review the proposed agreement or change, the State will have an additional 60 days after the additional information is provided to determine whether to challenge the transaction. The notice requirement will be in effect for two years. Based on Allina?s Chief Executive Officer?s representations and Allina?s commitment to the notice procedure, the State agreed to dismiss its case. In addition, at Allina?s request, the Attorney General agreed to appoint an attorney from his office to confer on a monthly basis with Allina?s general counsel.