YOUNGSTOWN, Ohio – The Surgery Center at Southwoods has filed a lawsuit contending two of its shareholder physicians are in breach of obligations due to their intent to sell the assets of Youngstown Orthopaedic Associates to the Cleveland Clinic Foundation.

Dr. David A. Weimer of Lake Milton and Dr. James P. Jamison of Canfield are partners in and officers of YOA, according to the lawsuit filed Thursday in Mahoning County Common Pleas Court.

Attorneys for Southwoods also ask the court for a temporary restraining order to prevent the two doctors from participating in any letter of intent between YOA and the Cleveland Clinic Foundation.

The lawsuit says Southwoods is a physician-owned hospital and provides services under a whole hospital exception. That exception permits physicians to maintain ownership or investment interest in the hospital system. 

According to the complaint, Weimer and Jamison have benefited as Southwoods shareholders. Weimer has earned nearly $1.3 million in distributions since 2012 and between $250,000 and $500,000 per year in professional fee collections through patients accessed through Southwoods’ network. Jamison has earned more than $1.68 million in distributions since 2012 and between $250,000 and $450,000 per year in professional fee collections through patients accessed through the network.

Both physicians signed LLC agreements as part of their acquisition investment interests in the surgical hospital, it says.

As part of those agreements, they agreed not to enter an employment agreement or similar services arrangements with competitors or enter any other relationship that “in good faith, presents a conflict of interest with Southwood Health,” as determined by the Southwood’s Board of Directors, the lawsuit says.

“Dr. Weimer and Dr. Jamison are refusing to comply with the restrictions they previously agreed to in the LLC Agreement,” it says. “Specifically, Dr. Weimer and Dr. Jamison – as part of their partnership, in and as officers of the medical group Youngstown Orthopaedic Associates – have entered into a letter of intent to sell YOA’s assets to the Cleveland Clinic Foundation.”

CCF incorporates many of the same strategies that provide a competitive advantage to Southwoods in the local market, the lawsuit continues. 

“Based on Dr. Weimer’s and Dr. Jamison’s own written representations, YOA will cease to operate as a physician group following the sale and it is possible (and a near-certainty) Dr. Weimer and Dr. Jamison will become employees of CCF,” it says.

The transactions involving CCF are imminent, the lawsuit says. 

“Dr. Weimer and Dr. Jamison indicated the transaction would be completed in 2026 and Southwoods Health has learned through the market that a closing is expected in October 2026,” according to the complaint.

That’s causing irreparable harm to Southwoods’ goodwill, it says, as the two doctors are involved in assisting CCF, a competitor, expand in the local market.

“This is causing disruption in the physician community at Southwoods Health, spawning numerous discussions, opinion, and debate amongst staff as to whether a shareholder-physician could act in the interest of Southwoods Health while also selling a medical practice to and entering into employment agreements with a competitive entity,” it says.