Healthcare Transactions

Our lawyers regularly handle mergers and acquisitions, public and private equity financings, joint ventures and other strategic commercial agreements, real estate matters, and other transactions in the healthcare space—ranging from several million to billions of dollars per transaction. Our experience includes business acquisitions and divestitures, negotiated business combinations by public and private companies, tender offers (friendly and hostile), proxy contests, restructurings, leveraged buyouts, and “going private” transactions. We also advise on a variety of healthcare joint venture transactions and service agreements between and among healthcare providers and payors with sophisticated consideration of the applicable regulatory, fraud and abuse, and tax law implications at play.

Our transactional clients in this sector include a broad collection of healthcare enterprises, private equity firms, investment banks, venture capital firms, institutional lenders, independent director committees, and management groups.

For healthcare providers, health plans, and companies serving the healthcare industry, we regularly handle million- to multimillion-dollar transactions involving business combinations and affiliations, as well as mergers, acquisitions, restructurings, divestitures, and joint ventures. We draw from our firm’s deep healthcare regulatory talent pool to counsel clients on all facets of these deals, including the full range of applicable US federal, state, and cross-border compliance requirements.

We collaborate easily across practice groups to help healthcare clients address environmental, labor and employment, compensation, and government contract issues as well as regulatory obligations, intellectual property rights, and tax matters arising in M&A transactions. We negotiate purchase and divestiture agreements, tender offers, restructurings, joint ventures, spin-offs, leveraged buyouts, and public-to-private transactions, and acquire distressed assets. We also advise public company targets and would-be acquirers on implementing or overcoming takeover defense mechanisms. In addition, we provide counsel on a variety of healthcare joint venture transactions and service agreements between and among healthcare providers, with sophisticated consideration of the relevant regulatory, fraud and abuse, and tax law implications.

We provide full-spectrum coverage for an array of private equity clients operating in the healthcare sector. We emphasize responsive, clear, comprehensive representation that integrates our significant transactional and regulatory capabilities into a seamless advisory solution.

Our primary objective is to help our clients evaluate commercial and regulatory risks to design, structure, and implement business models that meet legal and financial considerations in order to execute deals effectively and efficiently. We swiftly identify and quantify risk, and construct structural and contractual frameworks to allocate that risk. During the investment period, we help portfolio companies deal with any issues surfacing during and after the acquisition, and address emerging legal risks to prepare for an ultimate sale. In each phase, we provide market-informed transactional and finance counsel tailored to the investment objectives of the private equity sponsor and the business and regulatory realities of the portfolio company and its industry.

Our robust global private equity practice covers a wide range of subsectors in the healthcare industry and handles deals of all sizes and degrees of complexity. Our deals for clients range from multibillion-dollar acquisitions and related financings to small- and middle-market transactions. While we have one of the leading middle-market private equity practices in the United States, our experience extends from the largest funds and transactions, through the middle market, to small funds and pledge fund deals. We take a proactive approach in leading private equity transactions, anticipating each deal’s needs and responding with an immediacy and sense of urgency reflective of the value we place on client relationships. In addition, we have a market-leading practice representing management teams engaged in private equity, giving us an intimate knowledge of market practices that our private equity clients find especially valuable.

For healthcare clients, our securities lawyers apply their skills to complex capital markets transactions, corporate governance matters, and public issuer reporting requirements. We represent healthcare companies and underwriters on the full range of US and global public offerings of securities and stock exchange listings on all US and alternative markets. Our securities lawyers, including both capital markets advisers and securities litigators, regularly advise and represent boards of directors, board committees, and company executives on both extraordinary and routine situations arising from the current financial disclosure and regulatory environment.

• A group of investors led by TVM Capital Healthcare Partners Limited, an emerging markets-focused healthcare private equity investment firm, on the sale of their portfolio company Cambridge Medical and Rehabilitation Center to Amanat Holdings PJSC, a United Arab Emirates-based publicly traded investment company that focuses on education and healthcare investments
• Walker County Hospital District and a newly formed entity, Huntsville Community Hospital, in their co-stalking horse purchase of bankrupt Huntsville Memorial Hospital
• The founder of German healthcare company Rhön-Klinikum AG, Eugen Münch, and investment firm HCM SE in a joint venture with hospital group Asklepios and the voluntary takeover of Rhön-Klinikum
• Tabula Rasa HealthCare, a healthcare technology company advancing the field of medication safety, in the acquisition of cloud-based patient relationship management solutions company PrescribeWellness
• Direct Vet Marketing Inc. (also known as Vets First Choice) in its merger with the animal health business of Henry Schein Inc., which was spun off as a separate publicly traded company, Covetrus