CALDERWOOD & HARKNESS LLP — FILE COPY

[Annotation 1 — handwritten, top right margin:]

"Received 3/8/2024 — forwarded to HB and client same day" — MR

ROUTING SLIP

[Routing slip stapled to front of document]

Message:

Howard — FTC granted early termination today. No Second Request. I've confirmed the notice matches our filing details. EPA §6.1(c) closing condition is satisfied. I've already emailed David Ostrander at W&C and Jonathan Felder at GK. Will send formal letter to Kate Yardley at Fendowell Thornton on Monday (3/11). Will also send client update emails to Julian Desmond and Priya Chandrasekar per your direction. Elliot is monitoring for Federal Register publication.

— MR

FEDERAL TRADE COMMISSION

Bureau of Competition Premerger Notification Office

600 Pennsylvania Avenue, NW Washington, DC 20580

March 8, 2024

Early Termination Notice No.: 20240683 [Annotation 3 — underlined, with marginal note: "ET Notice No. 20240683 — cite in closing certificate and in letter to Fendowell Thornton" — MR]

Transaction No.: 20241487 [Annotation 2 — circled, with marginal note: "Matches our filing — confirmed correct transaction. See acquiring person HSR form filed 2/16/2024" — MR]

Subject: Early Termination of Waiting Period Under the Hart-Scott-Rodino Antitrust Improvements Act of 1976

Howard Bellamy, Esq. Calderwood & Harkness LLP 600 Lexington Avenue New York, NY 10022

Dear Mr. Bellamy:

This is to advise you that the Federal Trade Commission and the Assistant Attorney General, Antitrust Division, United States Department of Justice, have granted early termination of the waiting period provided under Section 7A of the Clayton Act, 15 U.S.C. § 18a, as added by Title II of the Hart-Scott-Rodino Antitrust Improvements Act of 1976, with respect to the following transaction:

[Annotation 5 — check marks in margin adjacent to entity names:]

• Acquiring Person: Ardent Capital Partners III LP — confirmed correct*

• Ultimate Parent Entity: Ardent Capital Management LLC — confirmed correct*

• Acquired Person: Pinnacle Health Systems, Inc. — confirmed correct*

[Annotation 4 — marginal note adjacent to Date of Early Termination:]

"Original 30-day waiting period would have expired 3/17/2024 — ET granted 9 days early" "No Second Request issued"

The granting of early termination does not constitute a determination by the Federal Trade Commission or the United States Department of Justice that the proposed transaction does not violate the antitrust laws of the United States. Either agency may take such action as it deems appropriate at any time, including but not limited to, seeking a preliminary or permanent injunction to enjoin the consummation of the proposed transaction or seeking divestiture of acquired assets, if either agency has reason to believe that the proposed transaction is in violation of any of the antitrust laws of the United States. The antitrust laws include, but are not limited to, Section 7 of the Clayton Act, 15 U.S.C. § 18, and Section 5 of the Federal Trade Commission Act, 15 U.S.C. § 45.

This early termination notice will be published in the Federal Register pursuant to Section 7A(b)(2) of the Clayton Act, 15 U.S.C. § 18a(b)(2), and 16 C.F.R. § 803.10(c).

If you have any questions regarding this notice, please contact the Premerger Notification Office at (202) 326-3100.

Sincerely,

Premerger Notification Office Bureau of Competition Federal Trade Commission

[Annotation 6 — boxed marginal note, below signature block:]

[BOXED NOTE — HANDWRITTEN]

> EPA §6.1(c) CLOSING CONDITION SATISFIED > > Per Section 6.1(c) of the Equity Purchase Agreement dated January 31, 2024, expiration or early termination of the HSR Act waiting period is a mutual condition to closing. This notice confirms that condition has been met as of March 8, 2024. > > Notify David Ostrander at Whitfield & Crane LLP (transaction counsel) — DONE 3/8 > > Notify Kate Yardley / Fendowell Thornton LLP (target counsel) — letter to follow 3/11 > > Notify Jonathan Felder / Greenvale Durneval LLP (target antitrust counsel) — DONE 3/8 > > — MR — 3/8/2024

[Annotation 7 — margin note regarding Federal Register publication:]

"Per standard FTC practice, ET notice to be published in Federal Register — monitor for publication; confirm with EN"

[Subsequent addition, different ink:]

"Published in Federal Register 3/12/2024 — EN confirmed. See internal memo dated 3/12/2024."

— MR — 3/12/2024

[Annotation 8 — filing / distribution notation, bottom of page:]

cc: Matter file 1001-00001 cc: HB (partner file copy) cc: EN (working file) Original to client with closing deliverables Copy retained in firm permanent file per engagement letter terms

Matter No.:	1001-00001
Client:	Ardent Capital Partners III LP
Matter Description:	HSR Filing — Acquisition of Pinnacle Health Systems, Inc.
Document Type:	FTC Early Termination Grant Notice
Date Received:	March 8, 2024
Filed by:	Monica Reyes, Lead Associate, Antitrust & Competition Practice Group
TO:	Howard Bellamy
FROM:	Monica Reyes
DATE:	March 8, 2024
RE:	Early Termination Granted — Ardent Capital / Pinnacle Health Systems (Transaction No. 20241487)
Acquiring Person:	Ardent Capital Partners III LP
Ultimate Parent Entity:	Ardent Capital Management LLC
Acquired Person:	Pinnacle Health Systems, Inc.
Transaction Type:	Acquisition of voting securities / 100% equity interest
Transaction No.:	20241487
Date of Filing:	February 16, 2024
Date of Early Termination:	March 8, 2024

CALDERWOOD & HARKNESS LLP — FILE COPY
[Annotation 1 — handwritten, top right margin:]
"Received 3/8/2024 — forwarded to HB and client same day" — MR
ROUTING SLIP
[Routing slip stapled to front of document]
Message:
Howard — FTC granted early termination today. No Second Request. I've confirmed the notice matches our filing details. EPA §6.1(c) closing condition is satisfied. I've already emailed David Ostrander at W&C and Jonathan Felder at GK. Will send formal letter to Kate Yardley at Fendowell Thornton on Monday (3/11). Will also send client update emails to Julian Desmond and Priya Chandrasekar per your direction. Elliot is monitoring for Federal Register publication.
— MR
FEDERAL TRADE COMMISSION
Bureau of Competition Premerger Notification Office
600 Pennsylvania Avenue, NW Washington, DC 20580
March 8, 2024
Early Termination Notice No.: 20240683 [Annotation 3 — underlined, with marginal note: "ET Notice No. 20240683 — cite in closing certificate and in letter to Fendowell Thornton" — MR]
Transaction No.: 20241487 [Annotation 2 — circled, with marginal note: "Matches our filing — confirmed correct transaction. See acquiring person HSR form filed 2/16/2024" — MR]
Subject: Early Termination of Waiting Period Under the Hart-Scott-Rodino Antitrust Improvements Act of 1976
Howard Bellamy, Esq. Calderwood & Harkness LLP 600 Lexington Avenue New York, NY 10022
Dear Mr. Bellamy:
This is to advise you that the Federal Trade Commission and the Assistant Attorney General, Antitrust Division, United States Department of Justice, have granted early termination of the waiting period provided under Section 7A of the Clayton Act, 15 U.S.C. § 18a, as added by Title II of the Hart-Scott-Rodino Antitrust Improvements Act of 1976, with respect to the following transaction:
[Annotation 5 — check marks in margin adjacent to entity names:]
•  Acquiring Person: Ardent Capital Partners III LP — confirmed correct*
•  Ultimate Parent Entity: Ardent Capital Management LLC — confirmed correct*
•  Acquired Person: Pinnacle Health Systems, Inc. — confirmed correct*
[Annotation 4 — marginal note adjacent to Date of Early Termination:]
"Original 30-day waiting period would have expired 3/17/2024 — ET granted 9 days early" "No Second Request issued"
The granting of early termination does not constitute a determination by the Federal Trade Commission or the United States Department of Justice that the proposed transaction does not violate the antitrust laws of the United States. Either agency may take such action as it deems appropriate at any time, including but not limited to, seeking a preliminary or permanent injunction to enjoin the consummation of the proposed transaction or seeking divestiture of acquired assets, if either agency has reason to believe that the proposed transaction is in violation of any of the antitrust laws of the United States. The antitrust laws include, but are not limited to, Section 7 of the Clayton Act, 15 U.S.C. § 18, and Section 5 of the Federal Trade Commission Act, 15 U.S.C. § 45.
This early termination notice will be published in the Federal Register pursuant to Section 7A(b)(2) of the Clayton Act, 15 U.S.C. § 18a(b)(2), and 16 C.F.R. § 803.10(c).
If you have any questions regarding this notice, please contact the Premerger Notification Office at (202) 326-3100.
Sincerely,
Premerger Notification Office Bureau of Competition Federal Trade Commission
[Annotation 6 — boxed marginal note, below signature block:]
[BOXED NOTE — HANDWRITTEN]
> EPA §6.1(c) CLOSING CONDITION SATISFIED > > Per Section 6.1(c) of the Equity Purchase Agreement dated January 31, 2024, expiration or early termination of the HSR Act waiting period is a mutual condition to closing. This notice confirms that condition has been met as of March 8, 2024. > > Notify David Ostrander at Whitfield & Crane LLP (transaction counsel) — DONE 3/8 > > Notify Kate Yardley / Fendowell Thornton LLP (target counsel) — letter to follow 3/11 > > Notify Jonathan Felder / Greenvale Durneval LLP (target antitrust counsel) — DONE 3/8 > > — MR — 3/8/2024
[Annotation 7 — margin note regarding Federal Register publication:]
"Per standard FTC practice, ET notice to be published in Federal Register — monitor for publication; confirm with EN"
[Subsequent addition, different ink:]
"Published in Federal Register 3/12/2024 — EN confirmed. See internal memo dated 3/12/2024."
— MR — 3/12/2024
[Annotation 8 — filing / distribution notation, bottom of page:]
cc: Matter file 1001-00001 cc: HB (partner file copy) cc: EN (working file) Original to client with closing deliverables Copy retained in firm permanent file per engagement letter terms
Matter No.: | 1001-00001
Client: | Ardent Capital Partners III LP
Matter Description: | HSR Filing — Acquisition of Pinnacle Health Systems, Inc.
Document Type: | FTC Early Termination Grant Notice
Date Received: | March 8, 2024
Filed by: | Monica Reyes, Lead Associate, Antitrust & Competition Practice Group
TO: | Howard Bellamy
FROM: | Monica Reyes
DATE: | March 8, 2024
RE: | Early Termination Granted — Ardent Capital / Pinnacle Health Systems (Transaction No. 20241487)
Acquiring Person: | Ardent Capital Partners III LP
Ultimate Parent Entity: | Ardent Capital Management LLC
Acquired Person: | Pinnacle Health Systems, Inc.
Transaction Type: | Acquisition of voting securities / 100% equity interest
Transaction No.: | 20241487
Date of Filing: | February 16, 2024
Date of Early Termination: | March 8, 2024

CALDERWOOD & HARKNESS LLP — FILE COPY

ROUTING SLIP

FEDERAL TRADE COMMISSION

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