Life Sciences and Healthcare Regulatory

Diagnostic Imaging

Arnold & Porter's healthcare attorneys have extensive experience representing hospitals, academic medical centers, hospital systems, physician groups, ambulatory surgical centers, laboratories, durable medical equipment suppliers, physician practices and other healthcare providers. Our physician clients include large multi-specialty physician practices, smaller physician groups, individual physicians, and multi-state physician practices. We have also developed a sophisticated Private Equity practice that is national and international in scope. Our Private Equity practice emphasizes mergers and acquisitions, fund formation and investment, minority investments, venture capital, leveraged buyouts, regulatory compliance and fund management. Our Private Equity Group has extensive experience in handling transactions in numerous industries, including healthcare, information technology, government contracting, energy, financial services, biotechnology, e-commerce, telecommunications, and manufacturing. We have developed special experience in providing due diligence and corporate transactional services to private equity funds investing in regulated industries. As a result of the breadth and depth of our experience in healthcare and Private Equity transactions, we are uniquely positioned to advise both our healthcare and Private Equity clients in connection with the entire spectrum of healthcare transactions.

Our corporate and Private Equity attorneys have particularly deep experience in healthcare transactions, especially in the healthcare provider space. The breadth of our healthcare regulatory practice complements our core merger and acquisition experience to provide a strategic advantage to our clients. Our Private Equity and corporate merger and acquisition attorneys are familiar with a myriad of regulatory issues that can arise in merger and acquisition transactions and work efficiently to address those issues with our regulatory colleagues while remaining attentive to our client's business objectives. Our transactional teams assist clients in all phases of their acquisitions, from structuring and negotiating the transaction, through the various regulatory approval processes and post-closing integration activities. Our Private Equity attorneys work closely with our healthcare regulatory attorneys to ensure a coordinated, integrated approach to accomplish our clients' legal and business goals.

Our attorneys have represented providers in sale transactions and Private Equity clients in acquisition transactions in the provider space. We are keenly aware of the challenges and issues presented in provider deals. We know the key issues to address in diligence, such as financial relationships with referral sources, marketing and sales activities, physician compensation, state licensure, accreditation and enrollment, billing and coding history, and ancillary business operations. We know how to navigate corporate practice of medicine prohibitions and help clients structure transactions in ways that meet all parties' goals, from private equity investments to captive practice and management company arrangements. In addition, we help clients structure their business arrangements and operations, including physician compensation and equity incentives, in a manner that both achieves their business objectives and is compliant with the Federal Anti-Kickback Statute and the Federal Stark Law restrictions. We routinely counsel clients in acquisitions on how to effectively transfer or apply for state licenses, accreditations and Medicare provider and supplier numbers to minimize cash flow and business interruption.

A representative sample of our healthcare transactional matters includes:

  • CML Healthcare Inc. (Canada) in its acquisition of a series of medical imaging centers
  • Coast Dental Services in its acquisition of Dental Technology, Inc. (doing business as SmileCare) and Community Dental Services, Inc.
  • Eye Specialists of Florida in its purchase of optometry practice in Georgia
  • Fresenius Medical Care in regulatory due diligence in connection with the acquisition of American Access Care, Inc., an operator of Vascular Access Centers
  • The Halifax Group in its recapitalization of Nutrition Physiology Corporation, and its acquisition of Envision Pharma, Ltd., a UK-based medical and scientific communications company, and other US and UK subsidiaries from Express Scripts
  • Perseus Partners VII, L.P. in its creation of a healthcare information services platform, starting with its acquisition of the Physicians Interactive Division of Allscripts, L.L.C.; follow-on acquisitions of MedManage Systems, Inc.;, Inc.; InfoMedics, Inc.; and the sale of Physicians Interactive Holdings, Inc. to Merck Global Health Innovation Fund, L.L.C.
  • Physician practice in the sale of assets and entry into practice management arrangement with portfolio company of private equity buyer
  • Physician practices in sales of their practices and related surgery centers
  • Raven Holdings U.S. Inc. (a wholly owned subsidiary of CML Healthcare Inc.) in the sale of 21 medical imaging operations to RadNet Management, Inc. (a wholly owned subsidiary of RadNet Inc.)
  • Regional management company in the formation of joint ventures with physician practices
  • University medical system in the formation of a joint venture with a regional management company
  • Upper Chesapeake Health Imaging Center, Inc., a joint venture between CML Healthcare (Canada) and Upper Chesapeake Health System, in the acquisition of the oncology practice of Myo Thant, MD, PA
  • Served as regulatory counsel to purchasers in multi-state and multi-center acquisitions of dialysis clinics, vascular access centers, physician practice management companies, physician practices, ambulatory surgical centers, laboratories, diagnostic imaging and remote monitoring companies, and durable medical equipment suppliers
  • Advised on regulatory and structuring considerations in business transactions including state licensure and CON requirements and Medicare enrollment requirements for de novo centers and acquisitions

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