--0000000000002be29b063de9dd56 Content-Type: text/plain; charset="UTF-8" Content-Transfer-Encoding: quoted-printable So you guys are still HCA but DBA The Key? All seems standard. We may want to do partial payment and then second payment once license is transferred. Or as long as we could 100% run the business, keep profits, ect and nothing go to HCA with the MSA option that would probably be fine and we could just operate under HCA license until license is transferred. Any idea how long license transfer would take or do you have a license dept that could reach out to KS and MO to see? Sorry one other question, between me and you is there anything in the industry changing making Home Care harder from a compliance standpoint? Or just anything in general that is changing that is limiting people to going into homes instead of using Home Care? Price point just seems to good to be true so I am curious if theres something you know that I dont. Appreciate you being straight with me. Sincerely, Dane Johnson 913-908-9808 On Wed, Sep 3, 2025 at 12:22=E2=80=AFPM Timothy Thomas wrot= e: > See below and attached. > > ---------- Forwarded message --------- > From: Nina Kani > Date: Wed, Sep 3, 2025 at 1:13=E2=80=AFPM > Subject: Re: CONFIDENTIAL: Kansas City > To: Timothy Thomas > Cc: Melissa Reyes , Geraldine Terlecki gerri.terlecki@thekey.com>, Steve Koyanagi > > > Tim - > > Here is the LOI term sheet template. > > --Ideally, we do a clean asset deal at a purchase price that we can agree > to. We have also done earn outs where > --Alternatives to a closing only payment arrangement would be (1) revenue > share for a period of time following closing, (2) earn outs based on the > buyer's net revenue, (3) payment at close and a second payment at license > transfer. > --If needed, we could do an MSA and allow him to operate the > business under our license until the incense is transferred, provided he > takes on all indemnity for the duration of his operational control. > > Nina > > > --0000000000002be29b063de9dd56 Content-Type: text/html; charset="UTF-8" Content-Transfer-Encoding: quoted-printable So you guys are still HCA but DBA The Key?=C2=A0=C2= =A0 All seems standard.=C2=A0 We may want to do pa= rtial payment and then second payment once license is transferred.=C2=A0 Or= as long as we could 100% run the business, keep profits, ect and nothing g= o to HCA with the MSA option that would probably be fine and we could just = operate under HCA license until license is transferred.=C2=A0=C2=A0 Any idea how long license transfer would take or do you h= ave a license dept that could reach out to KS and MO to see?=C2=A0=C2=A0 Sorry one other question, between me and you is ther= e anything in the industry changing making Home Care harder from a complian= ce=C2=A0standpoint?=C2=A0 Or just anything in general that is changing that= is limiting people=C2=A0to going into homes instead of using Home Care?=C2= =A0 Price point just=C2=A0seems to good to be true so I am curi