Earnouts in Healthcare Transactions: Bridging the Valuation Gap, Minimizing Stark and AKS Risk

Mr. Angelette has extensive experience with structuring healthcare arrangements in compliance with state and federal healthcare laws, including the Anti-Kickback Statute (AKS) and Physician Self-Referral Law (Stark Law), and has advised on the healthcare regulatory aspects of hundreds of equity and asset purchases of hospitals, home health agencies, hospices, home care agencies, pharmacies, laboratories, and physician groups. In addition to transaction structure and evaluation, he provides guidance to healthcare providers and suppliers related to their enrollment and operational compliance with Medicare, Medicaid and various state licensing agencies, and assists in responding to government inquiries, suspensions, or terminations of such facility enrollment or licensure. As part of his representation of healthcare providers, Mr. Angelette has developed deep contacts with state licensing agencies, state Medicaid Agencies, the Centers for Medicare and Medicaid Services (CMS) and Medicare Administrative Contractors that he utilizes to assist with client issues. He is regularly published in healthcare publications and speaks all over the country related to healthcare regulatory issues. Mr. Angelette is board certified in health law by the Texas Board of Legal Specialization, and recognizes that in today’s ever-changing healthcare landscape, proactively understanding the business and operational challenges healthcare clients face can positively impact their outcomes.

Ms. Kreick has delivered practical legal and business advice to healthcare clients in a variety of regulatory and business transactional matters, such as structuring and negotiating acquisitions and divestitures, joint ventures, strategic business partnerships, and contractual relationships involving healthcare entities; drafting and negotiating agreements, such as management services agreements, physician employment and professional services agreements, medical director agreements, co-management agreements, clinical research related agreements, and others; development, formation, and operation of IPAs, CINs, and ACOs; formation, certification, and operation of non-profit health organizations (formerly known as a 5.01(a)'s); conducting fraud and abuse and other compliance reviews and assessments; and providing operational counsel and advice in areas such as anti-kickback and Stark Law compliance, fee splitting, beneficiary inducement laws, antitrust laws, corporate practice of medicine, licensure and change of ownership, Medicare and Medicaid rules and regulations, HIPAA/HITECH, and data privacy and security. Prior to joining the firm, she managed the implementation of electronic medical record software for hospitals and outpatient clinics, including a large health system with more than 20 specialties. 

Ms. Warren is a healthcare M&A and regulatory lawyer with deep experience advising hospitals, providers, and healthcare enterprises on complex transactions, corporate, and regulatory compliance matters. Her experience includes mergers, acquisitions, joint ventures, and other affiliations and strategic transactions; forming provider groups, networks, and alliances; and advising on fraud and abuse and HIPAA compliance, employment, reporting and disclosure requirements, and marketing compliance.  Ms. Warren has over two decades of experience and brings a wealth of business and transactional experience to assist clients in the healthcare industry, including providers, private equity, medical device companies, life sciences companies, and healthcare IT companies. In addition, she counsels entrepreneurs and established companies on a wide range of day-to-day legal and business issues from starting-up through going public, including corporate governance issues, securities laws compliance, tax, and employment matters.