Health Care Transactions
The professionals of our healthcare transactions team are dedicated full-time to structuring and closing corporate and commercial transactions involving healthcare providers and investors. Because our national healthcare group is so deeply involved in providers’ day-to-day operations, we bring to all our transactional work a deep familiarity with the practical realities involved in any deal.
The broad scope of our work includes transactions large and small. We regularly handle important transactions for individual clients, such as a hospital’s acquisition of a medical group or clinic, the addition of a new facility’s new wing, or structuring a complex multi-provider managed care network. Those individually-focused transactions form the bedrock of our group’s practice.
They are only a small part of what we do, however. Over the last decade we have completed several hundred M&A transactions and financings with multi-state providers of health care services, ranging from national home health providers to regional and national hospital systems. We bring to these matters a pragmatic understanding of the business and clinical operations of a broad spectrum of healthcare providers, as well as a deep knowledge of the regulatory and compliance hurdles that must be managed properly in order to achieve the best possible outcome for our clients in these transactions.
We have a long and successful track record in efficiently navigating the state and federal change of ownership (CHOW) requirements applicable to the transition of operations of healthcare facilities and businesses to new operators, including licensure, certificates of need, and Medicare and Medicaid or Medi-Cal provider certifications. Just as importantly, we understand how to identify the unique risks that are attendant to every transfer of a healthcare business and how to mitigate those risks.
As many of our clients are operators or owners of healthcare facilities, we have a particular depth of experience in the buying, selling, leasing, and financing of healthcare real estate assets. Whether it’s a hospital seeking to finance the development of a new wing, or a REIT engaged in the sale-leaseback of a multi-state portfolio of skilled nursing facilities, the ArentFox Schiff health care transactions team has decades of experience in handling a wide variety of healthcare real estate transactions.
Notably, we have significant experience representing borrowers in the financing of skilled nursing facilities through US Department of Housing and Urban Development insured financing transactions under Sections 223(f) for senior housing facilities and 232 of the National Housing Act for nursing home and assisted living facilities. We handle transfers of physical assets of facilities with existing HUD financing and assist third-party tenants/operators in connection with these transactions and have particular experience in assisting with the challenges that arise when operators have accounts receivable or another asset-based financing. We have represented borrowers in numerous bridge-to-HUD financings.
We have assisted a number of clients in implementing healthcare industry roll-ups, developing for them cost-efficient platforms for acquiring and integrating, through a series of smaller one-off transactions, a large national provider network in specific healthcare industries, including in dialysis, home health, physical therapy, and institutional pharmacy.
We also represent private equity funds and other sources of equity debt financing to the health care and senior living industry. We have participated in a variety of health care facility financings as bond counsel, borrower's counsel, underwriters' counsel, or credit enhancement provider's counsel, involving hospitals, ambulatory centers, senior living facilities, medical office buildings, nursing homes, and other long-term care facilities.
Representative projects include:
- Serve as counsel to a publicly-traded dialysis company in its merger with a privately owned national dialysis provider.
- Represent a multi-state health system in the acquisition of several hospitals and related medical facilities.
- Provide counsel to a national healthcare company in its acquisition of a portfolio of 14 Maryland nursing facilities.
- Serve as health system counsel in a change of ownership transaction conferring corporate control in private equity.
- Provide counsel to an NYSE-listed real estate investment trust in a sale-leaseback of 10 Texas nursing facilities.
- Advise a hospital and its corporate parent in the closure of the facility.
- Serve as bond counsel on the New York Dormitory Authority’s first health care transaction after its transition as the state’s primary health care issuer.
- Provide counsel to a national operator in the sale of a Nevada hospital.
- Form an accountable care organization and advise on strategic initiatives.