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Course Details

Course Information
  • smart_display Format

    Live Online with Live Q&A

  • signal_cellular_alt Difficulty Level

    Intermediate

  • work Practice Area

    Health

Date & Time
  • event Date

    Wednesday, October 22, 2025

  • 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.

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MSRP
$297.00
$247.00
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Discount expires 8/11/25

This course is $0 with these passes:

CLE
ALL

This CLE webinar will guide healthcare counsel through government permit issues that may occur in healthcare transactions when buyers must work with requisite agencies to transfer the seller's permits required for business operations. The panel will examine how to mitigate the risk of those issues—whether representing buyers or sellers—by establishing sufficient executory periods, creating representations, warranties, and covenants that best protect their clients, providing for potential process extensions and breakup fees, and other important considerations necessary for structuring the deal.

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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Evelynn Bui
Attorney
Venable LLP

Ms. Bui focuses her practice on matters related to corporate law and technology, media, and commercial transactions involving intellectual property (IP) licensing, marketing and distribution, endorsements, and consulting services for clients in the life sciences, technology, and media and entertainment industries. She also has experience representing healthcare industry clients in mergers and acquisitions (M&A), governance, structuring of professional practice and related management businesses, and regulatory matters related to corporate practice prohibitions and other regulatory issues affecting transactions.

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Description

Practically every seller in a healthcare transaction will have a government permit that requires some action by the buyer with the applicable government agency. A permit is a license, certificate of need, provider number, approval, registration, order, certification, or some other authorization issued by an agency and required for the operation of a healthcare business.

In a healthcare transaction, major issues involving permits may arise. Therefore, to mitigate the risk of permit-related problems in the deal, counsel for buyers and sellers should be aware of how to address those issues when structuring the transaction including providing for sufficient executory periods, creating representations, warranties, and covenants that best protect their clients interests, and building in a potential process extension or breakup fees where the necessary permitting requirements do not occur within the prescribed period.

For example, most healthcare transactions require an executory period between signing and closing to enable the parties to fulfill certain permit transfer, approval, or notice obligations. Generally, sellers would like shorter executory periods while buyers want as much time as possible to ensure the permit transfer. The duration of the executory period settled on by the parties will depend on several factors including the type and quantity of permits transferred, the agency process involved, and whether the transaction is an asset or equity deal. Counsel for the parties should understand what factors may impact a specific deal to build a sufficient executory period into the transaction and how to deal with potential delays including allowing for an extension period or building in breakup fees.

Listen as our expert panel addresses major government permit-related issues in healthcare transactions and how to help clients, whether buyers or sellers, navigate those pitfalls when structuring a healthcare transaction.

Outline

I. Introduction: government permits in healthcare transactions

II. Executory periods

A. Buyer considerations

B. Seller considerations

III. Representations, warranties, and covenants

A. Buyer considerations

B. Seller considerations

IV. Process extensions, liquidated damages

A. Buyer considerations

B. Seller considerations

V. Practitioner takeaways and best practices

Benefits

The panel will review these and other key issues:

  • What is the importance of having a sufficiently long executory period in a healthcare transaction when transferring government permits? How may determining sufficiency vary depending on whether counsel represents the buyer or the seller?
  • What representations, warranties, and covenants related to government permits may the buyer want from the seller? The seller from the buyer?
  • What are considerations when negotiating potential process extensions or breakup fees in the event the buyer fails to transfer the necessary permits within the prescribed period?