HEALTHCARE TRANSACTIONS

Healthcare is nearly a $3 trillion business annually in the U.S. alone. Because it is so highly regulated and complex, the transactional side of healthcare requires a breadth and depth of knowledge and experience few firms can offer. A leading innovator in the business of healthcare, we have one of the country’s most active teams of attorneys in healthcare transactions. Because of the diversity of healthcare related transactions, attorneys from relevant areas throughout our full-service firm partner with our clients and each other to achieve the results you need and expect.

Trusted Guidance Through the Most Complex Transactions

Our nationally recognized healthcare team has experience serving most of the healthcare industry in nearly every type of transaction. In just the past few years, we have managed more than 60 major transactions valued at more than $14 billion.

Clients from Every Corner of Healthcare

Our clients include the following types of organizations and more: 

  • Large and small for-profit, nonprofit and religiously affiliated hospitals.
  • Hospital systems.
  • Regional medical centers.
  • Academic medical centers (teaching and research).
  • Post-acute and long-term care facilities.
  • Behavioral health facilities and services.
  • Clinics, including dialysis and oncology clinics.
  • Home care and hospice services.
  • HMOs.
  • Pharmaceutical and medical device companies.
  • Durable medical equipment companies.
  • Ambulatory surgery centers.
  • Accountable Care Organizations and Clinically Integrated Networks.
  • Biotechnology companies. 

A Truly Comprehensive Approach

In transactional matters alone – our attorneys assist clients with the broadest range of legal needs. Among them are:

  • Mergers and acquisitions.
  • Partnerships and joint ventures.
  • Commercial finance, including tax-exempt financing.
  • Tax-exempt status and tax liability.
  • Medicare, Medicaid and other insurance reimbursement.
  • Antitrust matters.
  • Bankruptcy, insolvency and distressed assets.
  • Government contracts.
  • Pharmaceutical company contracts.
  • Procurement agreements.
  • Information security.
  • Physician agreements.
  • ACOs, Clinically Integrated Networks and ACO-like arrangements.
  • Payor agreements.
  • Other provider-payor arrangements.
  • Intellectual property protection.
  • Technology transfer, joint development, licensing and commercialization.

Supporting Your Compliance Efforts from the Beginning

Proper structuring of transactions is the first step toward compliance. To that end, we offer these services and more: 

  • Advice in structuring transactions to help assure compliance and avoid regulatory concerns.
  • Due diligence review of regulatory and reimbursement issues within the context of mergers, acquisitions and similar transactions.
  • Negotiation and drafting of contracts and other documents in situations where sensitivity to compliance-related issues is necessary.
  • Assistance with physician recruitment and retention strategies.
  • Negotiation of corporate integrity agreements (CIAs) and advice regarding compliance with CIAs.
  • Counsel regarding self-disclosure of noncompliance to the fiscal intermediary, OIG or state agency.
  • Assistance in audits of billing, coding and other reimbursement practices.

Making the Road Easier to Travel

Healthcare clients often face unique legal issues that add to the complexity of a transaction. Clients turn to us for experienced counsel on such matters as:

  • Sales or conversions resulting in a change of a healthcare facility's status from not-for-profit to for-profit.
  • Contentious claims associated with state charitable trust laws and state attorney general intervention.
  • Joint venture and joint operating structures, including those with physician ownership and control implications.
  • Physician practice transactions, including acquisitions and divestitures. 

Healthcare and Antitrust Issues

Federal legislation, such as the Sherman Act and the Clayton Act, prohibits restraint of trade practices such as fixing prices, dividing markets and boycotting health insurers. The United States Department of Justice (DOJ) and the Federal Trade Commission (FTC) also have issued antitrust enforcement policies covering such transactions as:

  • Hospital mergers.
  • Hospital joint ventures.
  • Hospitals participating in the exchange of price and cost information.
  • Joint purchasing arrangements among healthcare providers.
  • Physician network joint ventures.
  • Joint ventures with payors.

We counsel clients regarding antitrust laws and provide representation in connection with DOJ and FTC inquiries and proceedings. Our lawyers structure transactions to help minimize antitrust concerns, negotiate with government agencies, establish antitrust compliance programs and handle both civil and criminal litigation. We also file all required antitrust-related governmental filings in connection with the transaction and help facilitate a resolution.