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Health Care Mergers and Acquisitions

Katten has represented clients including tax-exempt and taxable health systems, university, teaching, community-based and government-owned hospitals, multi-specialty and single physician groups, HMOs, insurers and lenders in hundreds of health care M&A transactions.

To represent providers and non-providers in health care M&A transactions requires a thorough understanding of the legal and regulatory constraints affecting providers, including exempt tax, antitrust, charitable trust and attorney general issues, the Medicare and Medicaid Fraud and Abuse Law, the Stark Law, and tax or “change in use” rules affecting facilities financed with tax-exempt bonds. We routinely advise clients on the following:

  • Asset acquisitions between tax-exempt and taxable parties, including transactions involving publicly traded companies
  • Stock transactions between taxable parties, including privately held and publicly traded companies
  • Mergers and affiliations between tax-exempt health providers (including “second generation” restructurings of these relationships)
  • Transfers of sponsorship between tax-exempt parties, including religiously sponsored organizations
  • Lease and sale of assets between government-owned hospitals and taxable, publicly traded health systems
  • Formation and restructuring of joint operating companies to jointly manage hospital operations while maintaining separate ownership of hospital assets
  • Workout transactions involving financially distressed or bankrupt providers

Professionals

Chicago
Partner
Chicago
Partner
Chicago
Partner
Chicago
Partner
Chicago
Partner
Chicago
Partner
Chicago
Partner
Representative Matters
  • The purchase and sale of hospitals and other health care assets
  • Multi-specialty clinic acquired by practice management company. Represented multi-specialty clinic in its acquisition by a publicly traded practice management company.
  • Asset sale of two Tennessee hospitals and statewide home health agency to publicly traded hospital company.
  • Merger of a North Carolina medical center into a regional health system.
  • Affiliation between an Illinois community-based hospital and university medical center. Transaction included certificate of need review.
  • Affiliation between university and community-based hospital system. Represented a community based hospital system in its affiliation with a university hospital system.
  • Affiliation of two Catholic health systems. Represented a Catholic health system in its affiliation with another Catholic health system and merger to establish a new multi-hospital system.
  • De-affiliations and divestitures with management and similar companies.
  • HCA hospitals acquired by religiously sponsored hospital system. Represented a Catholic health system in its acquisition of a tertiary hospital and psychiatric hospital from Columbia/HCA.
  • Initial formation of physician groups, independent physician associations, physician hospital organizations, and integrated delivery systems.
  • Mergers and acquisitions among physician groups both single specialty and multi-specialty.
  • Practice asset acquisitions and related ongoing management relationships.
  • Restructuring of existing joint operating company. Represented a health system in its successful restructuring of its affiliates participation in a joint operating company.
  • Sale of assets/lease of government hospital to for-profit hospital system. Represented a municipality in the lease and sale of assets of its hospital to a regional health system.
  • Sale of community based hospital system to Columbia/HCA. Represented a community-based health system in the sale of its hospital and subsidiaries to Columbia/HCA.
  • Sale of HMO by multi-specialty clinic. Represented a multi-specialty clinic in the sale of its HMO to a health system.
  • Transfer of sponsorship of hospitals among Catholic health systems. Represented a Catholic health system in the transfer of its sponsorship to another Catholic health system.
  • Withdrawal from joint operating company and sale of minority interest in HMO. Represented hospital and eight subsidiaries in the withdrawal from a regional health system, sale of its minority interest in an HMO, and affiliation with a national health system.
  • Withdrawal of community hospital from joint operating company. Represented a community-based health system in connection with the unwinding of its joint operating agreement with a Catholic health system, including the withdrawal of the Catholic system and transfer of its hospital facilities to the health system.

Related Practices