Category Archives: Transactions

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10 Things You Need to Know About Health Care Bankruptcies in 2017

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The coming year will likely continue to be a tumultuous year for health care providers, suppliers, and payers, as they adapt to meet new challenges and market forces, particularly in light of the open questions as to the viability and continued existence of the Affordable Care Act (ACA) and recent comments made by members of … Continue reading this entry

FTC Battles Hospital Mergers: What to Watch for in this Summer’s High-Profile Appeals

CMS Releases Medicare Part B Supplier Billing and Payment Data
In a town that is no stranger to landmark hospital merger cases, last month a Chicago federal judge denied the Federal Trade Commission’s (FTC) motion for a preliminary injunction to temporarily block a merger between 13-hospital Advocate Health Care and four-hospital NorthShore University HealthSystem, both located in the city’s northern suburbs. Judge Jorge Alonso’s much-awaited, … Continue reading this entry

Judge Allows Advocate-NorthShore Merger to Proceed; FTC May Appeal

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For the second time in just over a month, a federal judge has denied a Federal Trade Commission (FTC) motion to enjoin the merger of two hospital systems, this time the 13-hospital Advocate Health Care and the 4-hospital NorthShore University Health System, both located north of Chicago. The order denying the preliminary injunction will be … Continue reading this entry

Part 2: Shelf Registration Extended Offering Period

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This is the second post of a two-part series, you can view the first post here. Our first post in this series examined the regulatory and contractual considerations for municipal securities issuers and conduit borrowers using shelf registration. Now we examine the equally important considerations for implementation.… Continue reading this entry

Shelf Registration Extended Offering Period: Ready for the Municipal Marketplace?

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This is the first post of a two-part series. Recently, a significant municipal issuer entered the market with its first sale under a $1 billion borrowing program that will use an offering statement style novel to the municipal market. For years, issuers of traditional corporate securities have used shelf registration for their securities. Shelf registration … Continue reading this entry

Six Trends Impacting Health Care M&A in 2016

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From hospital expansions with large insurance deals to physician group consolidation, the continued outlook for health care mergers and acquisitions in 2016 is expected to be rampant. The following six factors will likely be present in the health care M&A landscape in 2016:… Continue reading this entry

Recap: Health Care Investors Summit – Exploring the Impact and Opportunities from Health Care Convergence

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The 2015 Health Care Investors Summit, co-hosted by Foley and Deloitte & Touche, LLP, was held on September 24. This program examined convergence in health care and the effects on investing, mergers and acquisitions, provider consolidation, partnerships, collaborations and related regulatory developments. A robust discussion occurred between the keynotes as well as the panelists. Some … Continue reading this entry

Health Care Rep and Warranty Insurance: New Solutions for Private Equity Buyers and Sellers

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Whether in an auction or proprietary transaction, risk allocation has typically been a function of indemnities tied to reps and warranties and the type of credit supporting the type of supporting credit. Holdbacks, earnouts, escrows, baskets and caps and their varied combinations are part of deal making “market” studies and the inevitable negotiation of who bears … Continue reading this entry

Insurer Wrongfully Passed Sequestration Cuts Through to Providers

CMS Releases Medicare Part B Supplier Billing and Payment Data
A Pennsylvania judge found, on May 6, 2015, that a Medicare Advantage Plan had no right under its participation agreements to pass CMS sequestration reductions through to participating providers. Judge R. Stanton Wettick Jr. in the Allegheny Court of Common Pleas granted summary judgment to a group of hospitals that sued Highmark Inc. and its affiliate … Continue reading this entry

SEC Turns Up the Heat on Issuer Officials

New York Office of the Medicaid Inspector General Releases 2014-2015 Work Plan
Two recent SEC enforcement actions demonstrate that the Securities and Exchange Commission remains intently focused on the municipal market and, in particular, on officials participating in financings that fail to accurately and completely disclose material information. In an action arising from defaulted bonds sold by a Michigan city to develop a soundstage, the SEC successfully brought … Continue reading this entry

Cooperative Hospital Service Organizations: A Hospital Joint Venture Option

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Cooperative Hospital Service Organizations (CHSOs) are organizations that are available for hospitals considering certain types of joint ventures with other hospitals. If the terms for their use strictly meet the regulatory requirements, CHSOs can provide both tax exemption and Antikickback Statute Safe Harbor protection for such joint ventures. CHSOs must be organized and operated on a … Continue reading this entry

Iowa Insurance Commissioner Petitions for Liquidation of Iowa/Nebraska CO-OP; How Financially Sound Are Others?

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The Iowa Commissioner of Insurance (the “Commissioner”) filed a petition, on January 29, 2015, seeking to liquidate CoOpportunity Health, Inc. (“CoOpportunity”), a Consumer Operated and Oriented Plan (“CO-OP”) established under the Affordable Care Act (“ACA”) that has sold health insurance on the Iowa and Nebraska Exchanges. This planned liquidation follows the rehabilitation order with respect … Continue reading this entry

Happy Holidays!

Thank you for reading, subscribing and being a part of our blog community in 2014. We hope you have a happy holiday season and a wonderful new year! – The Health Care Law Today Team We will be back with new posts the week of January 5.… Continue reading this entry

Happy Thanksgiving!

The Health Care Law Today team is thankful for you, our readers and subscribers. Thank you all for reading, contributing to, and sharing our blog. We hope you have a safe and happy holiday. Have a great weekend!… Continue reading this entry

Leading Private Equity Investment Themes Topic of Second Annual Health Care Investors Summit

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With a keynote speech by Tenet Vice Chair Keith Pitts, and three panel discussions lead by investor representatives from Thomas Lee Partners, Riverside Partners, Nautic, and Welch Carson as well as provider and payer speakers from Aetna, Kindred, Mass General and others, a full house in Boston was treated to the major investment themes resonating in Board … Continue reading this entry

Monetizing Real Estate: A Method to Access Capital

Medicare’s 60-Day Proposed Refund Rule Imposes Significant Liability on Providers
The financial situation for hospitals and health care organizations remains challenging. The accrediting agencies, Moody’s, Fitch, and S&P all have negative outlooks for the hospital industry. Hospitals are facing numerous revenue challenges. These challenges include the shift from inpatient admissions to outpatient procedures; slower growth in utilization, in part from the increase in consumerism and … Continue reading this entry

Outsourcing Ambulatory and Outpatient Services: What Hospitals Need to Know

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We are in the midst of a trend involving the “outsourcing” of certain outpatient and ambulatory services by hospitals and health systems. These outsourcing transactions often involve partnerships with for-profit, specialty  providers, such as imaging, ambulatory surgery, home health and hospice, physical therapy or urgent care businesses—partners with focused expertise—designed to enhance service offerings to … Continue reading this entry

SEC's MCDC Initiative - The Clock is Ticking

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Not-for-profit health care providers that have borrowed on a tax-exempt basis within the last five years should be aware of the Securities and Exchange Commission’s (SEC) Municipalities Continuing Disclosure Cooperation (“MCDC”) Initiative. The MCDC Initiative applies to municipal issuers and obligated persons, such as tax-exempt hospital borrowers, that provided materially misleading disclosure in Official Statements issued within … Continue reading this entry

Critical Considerations in Healthcare Affiliations

The trend of affiliations between healthcare providers (we use the term “affiliation” to include all manner of transactions, including mergers, acquisitions, joint operating arrangements, etc.) continues at a rapid pace. Continued economic pressure brought on by decreasing Medicare reimbursement and the perceived need for scale and diversification of service offerings have healthcare providers, including many … Continue reading this entry

Finally…FDASIA Health IT Regulation Report Released

The U.S. Food and Drug Administration (FDA), along with HHS’ Office of the National Coordinator for Health Information Technology (ONC) and the Federal Communications Commission (FCC, together with FDA and ONC, the “Agencies”) published their long-awaited report, FDASIA Health IT Report: Proposed Strategy and Recommendations for a Risk-Based Framework. The report, mandated by the Food and Drug … Continue reading this entry

Mergers and Acquisitions for Academic Medical Centers

Academic Medical Centers and teaching hospitals (AMC/TH) are increasingly choosing to affiliate in some manner with other health care providers in order to surmount significant industry challenges. The first quarter of 2014 saw several hospital mergers and acquisitions announced including two that would create large systems in Detroit and Chicago. In Detroit, Botsford, Beaumont and Oakwood … Continue reading this entry

Post-Acute Care: The Hottest Area in Health Care

Much has been written about hospital consolidation premised upon the search for efficiencies driven by scale and integration as reflected in the white hot hospital merger market over the last several years. While no doubt that will continue, stakeholders including hospitals, payers, providers and investors are now seeing the enormous role that Post-Acute Care (PAC) … Continue reading this entry

Remaining Independent: A Viable Option for Community Hospitals

The environment for independent community hospitals is challenging. Government reimbursement reductions, technology enhancements and other capital demands, preparation for a changing health care system based on population health management, the cost to attract and retain physicians, increased leverage of managed care companies, and challenging capital markets are among the factors that have contributed to this … Continue reading this entry