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Capabilities / Healthcare M&A, Joint Ventures and Other Transactions

Healthcare M&A, Joint Ventures and Other Transactions

A strategic approach to the bigger picture.

Healthcare organizations that seek to streamline operations through mergers, acquisitions, joint ventures and other transactions need legal partners who are clearly focused on the bigger picture as well as the details.

Husch Blackwell provides experienced counsel across the life cycle of deals, from initial query to closing. We identify and resolve critical issues regarding due diligence, deal structure, valuation, financing and risk mitigation.

Our multidisciplinary team advises on the diverse issues that often arise during transactions, including buyout options, governance and control structures, operating agreements and payor contracts. We also develop and execute communication plans that build political and community support.

Our guidance to clients in the healthcare strategic transactions sector includes:

Healthcare private equity

Husch Blackwell has comprehensive knowledge of the design and structure of private equity-backed transactions, as well as portfolio company structures in the healthcare space. Our team structures, negotiates and implements bridge, mezzanine and other types of financing, and we structure portfolio operating entities to limit liability and accommodate growth. We also understand the tax repercussions and regulatory landscape involved in private equity transactions.

Provider alignment and integration

Our experienced attorneys work directly with providers to develop innovative ways to improve the efficiency and quality of medical care, including accountable care organizations (ACOs), independent practice associations (IPAs) and physician-hospital organizations (PHOs). We review, negotiate and structure service agreements that align services in ways that meet compliance requirements and growth objectives.

Representative Experience

  • Assisted the owner of 65 skilled nursing facilities in eight states with the sale of its facilities and real estate. The complex merger involved licensing, regulatory, change of ownership and Medicare/Medicaid certification matters.
  • Advised a hospital system, orthopedic group and post-acute care company on a joint venture structure for co-development and joint management of an ambulatory surgery center, rehabilitation hospital, skilled nursing facility and assisted living facility, all to be located on the same campus. We assisted with crafting the structure of the joint venture, preparing the agreements, and obtaining licensure and credentialing.
  • Represented a large managed-care business operating in five states in creating a network independent practice association (IPA). We created and negotiated participating provider agreements with physicians that include fee-for-service and risk-sharing arrangements; acquired physician practices and medical groups, including the acquisition of hospitalist practices that support in-patient services for which the client is at risk; and assisted with joint ventures with larger medical groups.
  • Counseled a government county health district that owned and leased a hospital in a joint venture between the lessee of the hospital and another hospital.
  • Represented a nonprofit health system in its transfer of a clinic to a federally qualified health center (FQHC). The transaction required significant negotiations for covenants requiring the acquiring FQHC to maintain the level and quality of healthcare and dental services provided to the clinic’s culturally diverse clients.
  • Advised a healthcare system in its acquisition of a critical care hospital owned by the state hospital district. This transaction raised complex issues involving antitrust implications, unusual state laws, reimbursement regulations and tax-exempt laws.
  • Advised purchaser of a hospital from a national hospital system. We created the purchasing entity (physicians and private investors) and provided counsel throughout the transaction, including transitioning the hospital from a general acute hospital to a specialty hospital. The complex closing required the resolution of a host of securities, regulatory and real estate issues, along with obtaining HUD approval.
  • Represented a medical center in its acquisition of another hospital. Our attorneys handled the transaction and the simultaneous creation of a related physician network and conversion of an existing surgery center into an outpatient provider-based department of the hospital.
  • Represented a large multispecialty physician group in the sale of its business to one of the largest publicly traded hospitals in the United States. The transaction, successfully negotiated as a stock purchase, raised complex tax and corporate issues, involved real estate transfers and leases, required licensing agreement assignments and raised a variety of other regulatory matters.
  • Developed a unique model to affiliate a small county hospital with a larger health system without an actual “sale” of the hospital, in a first-of-its-kind hospital lease arrangement in Iowa. Navigated a public election, attorney general approval and the Iowa pension program approvals to complete the affiliation.
  • Successfully negotiated major updates to joint venture arrangement between a neuro service provider and a large health system in Arizona which led to the provider working with the hospital to build and develop a new offering, a neuro services tower.
  • Merged three orthopedic practices with very different compensation structures, varied affiliations and different management approaches into one single large orthopedic practice, the largest in western Missouri and eastern Kansas.
Media Mentions | January 23, 2023
Minnesota Lawyer: People & Practices: Jan. 23, 2023
News Releases | January 17, 2023
Rob Kukuljan Joins Husch Blackwell in Minneapolis
News Releases | April 01, 2022
Husch Blackwell Adds Two Healthcare Partners to Virtual Office

Husch Blackwell is pleased to announce that Lisa T. Thomas and Bryan Stewart have joined the firm’s Healthcare, Life Sciences & Education industry group as partners.

"I very much appreciate the counsel and support we received from the entire Husch Blackwell team. We simply could not have completed this transaction without the expertise, experience and guidance of the 'deal team' at Husch. These outstanding attorneys provide excellent, accurate and timely client service and we would happily recommend all of them to anyone who needed counsel in connection with a healthcare transaction."

Brent C. Beumer, Vice President of Real Estate & Corporate Counsel, Dierbergs Markets, Inc.