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Course Details

Course Information
  • smart_display Format

    On-Demand

  • signal_cellular_alt Difficulty Level

    Intermediate

  • work Practice Area

    Health

Date & Time
  • event Date

    Wednesday, July 17, 2024

  • schedule Time

    1:00 p.m. ET./10:00 a.m. PT

  • timer Program Length

    90 minutes

Credit Information

  • This 90-minute webinar is eligible in most states for 1.5 CLE credits.

$297.00
CLE
ALL

This CLE course will guide healthcare counsel on evaluating regulatory risks in healthcare mergers and acquisitions. The panel will discuss some diligence requests to address such risks in pre-transaction diligence and how to address these risks in transaction documents. The panel will offer best practices for mitigating these material regulatory risks.

Faculty

Ari J. Markenson
Partner
Venable LLP

Mr. Markenson practices at the intersection of healthcare, law, and business. He advises healthcare industry clients, including investors, lenders, providers, and suppliers, on a broad range of regulatory and corporate matters, and has significant experience conducting due diligence in complex healthcare industry acquisitions and financial transactions. He regularly represents private equity firms and lenders in such transactions and evaluates and advises on compliance and regulatory issues with regard to sellers and potential borrowers from banks and financing sources. He also advises various healthcare entities on regulatory matters, including conditions for participation, fraud and abuse, and survey, certification, licensure, and enforcement issues, Medicare and Medicaid conditions for participation, obtaining a certificate of need approval, and state licensure. 

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Lindsay M. Borgeson
Partner
Kirkland & Ellis LLP

Ms. Borgeson focuses on healthcare regulatory and transactional matters for healthcare investors, lenders, and providers. She counsels clients on a broad range of healthcare-related matters, including state laws related to licensure and the corporate practice of medicine, federal healthcare fraud and abuse laws such as the Anti-Kickback Statute and the Stark Law, and other related regulatory matters. She also routinely counsels clients on federal privacy matters. She is regularly called upon to advise on large corporate transactions involving healthcare regulatory matters. Such transactions frequently involve strategic acquirers, including private equity funds, and cover a broad spectrum of healthcare services.

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Description

Understanding the material healthcare regulatory risks that an acquirer may face is critical to an effective acquisition.

Understanding the risks improves the likelihood that the acquirer will be able to mitigate such risks. Specific risks will depend on the target company's sector and may include items such as licensure, conditions of participation, financial relationships with potential referral sources, HIPAA, and regulatory healthcare compliance programs. Enforcement mechanisms vary based on the sector and generally include fines, penalties, and administrative actions (e.g., exclusion from Medicare/Medicaid).

Due diligence must be conducted to determine if the target company has any material healthcare regulatory issues (e.g., significant fines, penalties, inability to bill certain claims).

Representations and warranties in transaction documents that are specific to material healthcare regulatory risks are also essential as both a mechanism for allocating risk between buyer and seller as well as a matter of buyer diligence.

As noted above, with heightened government scrutiny of potential fraud and abuse issues, as well as privacy issues (among others), acquirers should conduct fraud and abuse diligence to minimize the likelihood that they inherit such liability.

Listen as our authoritative panel of healthcare regulatory attorneys examines the material health regulatory risks in healthcare M&A. The panel will discuss some diligence requests to address such risks in pre-transaction diligence and how to address these risks in transaction documents. The panel will offer best practices for mitigating these material regulatory risks.

Outline

  1. Material health regulatory risks in healthcare M&A
  2. Diligence requests
  3. Addressing risks in transaction documents
  4. Best practices for mitigating regulatory risks

Benefits

The panel will review these and other key issues:

  • What should be addressed in due diligence?
  • How should transaction documents allocate risk appropriately through representations and warranties?
  • What best practices should counsel employ to mitigate regulatory risks?