Specifications include, but are not limited to: 1. Valuation Review - Proposer shall prepare and deliver a report to OHA detailing Proposer’s conclusions regarding methodologies for determining the fair market value of the Acquisition. Specifically, as part of the report preparation, Proposer shall review the valuation of the Acquisition to verify: if the activity is inequitable or unfair to the Members or shareholders, or to any other person affected by the proposed activity; or if the financial condition of the acquiring party might jeopardize the financial stability of any of the Affected CCOs. Per OAR 410-141-5280 (1)(b) and 410-141-5280(1)(g). 2. Actuarial Review - Proposer shall prepare and deliver a report to OHA detailing Proposer’s conclusions regarding and methodologies, through an actuarial review, for determining with respect to each Affected CCO: if plans of the acquiring party has to liquidate the CCO, sell its assets or merge the CCO with any person or to make any other material change to the CCOs business or corporate structure or management, are unfair and unreasonable to the CCO's members and not in the public interest. The review will include actuarial review for reasonableness of a business plan and pro-forma financial statements to provide indications of the business plan and operations of the company on a “going forward” basis. The review will also include analysis of the parties’ respective enterprise risk reports and of the parties’ pro-forma enterprise risk report going forward. Per OAR 410-141-5280(1)(h). 3. Business Impacts Review - Proposer shall prepare and deliver a report to Agency detailing Proposer’s conclusions regarding and methodologies, through a business review, for determining if the Acquisition would, with respect to each Affected CCO: (A) Substantially reduce the ability of any CCO involved in the proposed activity to provide services to its Members, the security of and services to be rendered to the CCO’s Members or other Oregonians, or the ability of the CCO to perform its contractual obligations to the Authority; or (B) Otherwise prejudice the interests of such Members or Oregonians. In determining whether the proposed activity will have any of these negative impacts, the Authority may consider, among other things, how the activity will impact: (1) The ability of any CCO involved in the proposed activity to: (i) Provide services cost effectively and within cost growth limits imposed by the Authority or the state. (2) The cost of, access to and quality of health care for Oregonians, including health care delivered outside of the Medicaid program. Per OAR 410-141-5280(1)(c).