Hospital Acquisitions of Physician Practices

Legal Issues in Valuing, Negotiating and Structuring the Transaction

Recording of a 90-minute CLE webinar/teleconference with Q&A


Conducted on Tuesday, February 9, 2010
Recorded event now available


This CLE seminar will discuss key legal and business issues involved in hospital acquisitions of physician practices, including applicable laws and regulations and fair market value considerations. The panel will offer their guidance on negotiating and structuring the arrangements to meet compliance requirements.

Description

Hospital acquisitions of physician practices are on the rise, driven by changes in the law, reimbursement pressures, physician shortages and capital constraints. Because these transactions are complex and involve significant risk, careful planning and execution are critical.

When structuring and negotiating acquisition deals, healthcare systems, physicians and their counsel must carefully consider tax implications, regulatory hurdles, valuation and pricing issues, and escrows and indemnities.

Listen as our panel of healthcare attorneys and a financial professional explains the key legal and business considerations with hospital acquisitions of physician practices, including applicable laws and regulations and fair market value considerations. The panel will offer strategies for negotiating and structuring the arrangements to meet compliance requirements.

Outline

  1. Hospital purchases of physician practices—current trends
  2. Key structural and legal considerations
    1. Structuring the transaction
      1. Principal purchase terms
      2. Physician governance/management
      3. Physician employment contract and ancillary agreements
      4. Tax structuring considerations
    2. Legal considerations
      1. Federal fraud and abuse laws
      2. State law considerations
      3. Special considerations for tax exempt purchasers
      4. Legal aspects of determining fair market value
  3. Fair market value and financial considerations
    1. Valuation issues
    2. Compensation models for physicians
    3. Fairness opinions from independent financial advisors

Benefits

The panel will review these and other key questions:

  • What is driving the trend of increased hospital acquisitions of physician groups?
  • What are the key legal and business concerns for hospitals and physicians considering a hospital's acquisition of a physician practice?
  • How can acquisition deals be structured to ensure long-term value for the hospital?
  • What compensation models have been most attractive or successful for hospitals negotiating employment with physicians?

Faculty

Roger D. Strode, Jr., Partner
McDermott Will & Emery, Chicago

He focuses on healthcare business transactions, including corporate restructurings and joint ventures. He has served as lead counsel in the formation of numerous physician–hospital joint ventures.

Michael L. Blau, Partner
Foley & Lardner, Boston

His practice focuses on advising clients on corporate and regulatory matters, including mergers, acquisitions and affiliations; financing transactions; contracting; and forming provider groups, networks, alliances, and joint ventures. He is the Chair of the firm's Health Care Venture Practice.

Carsten Beith, Managing Director
Cain Brothers, Chicago

He undertakes financial advisory engagements on behalf of hospitals and health systems, managed care organizations, ambulatory surgery centers, specialty providers and physician organizations. He has handled sale, acquisition, merger, joint venture, and restructuring transactions, and the placement of debt and equity. He provides expert testimony in support of valuations and fairness opinions.

Ordering

Recorded Event

Includes full event recording plus handouts (available after live seminar).

CLE: Pre-approved for self-study credit in AK, AZ, CA, CT*, MO, MT, NY*, TX, VT, WA. Upon request, self-study credit is also available in: CO, FL, GA, ID, KY, LA, ME, ND, NE, NH, NM, NV, OR, UT, WI, WV, WY. If you are applying for self-study credit in one of these states, contact Strafford CLE at 1-800-926-7926 ext. 35 or CLE@straffordpub.com. (*For CT and NY, Strafford needs to process the CLE — see below to purchase this option.)

MP3 Download (Audio with Slide PDFs) $297.00
Available 24 hours after the live event

How does this work?

Webinar Download (Slide Presentation with Audio) $297.00
Available three business days after the live event

How does this work?

CD (Audio with Slide PDFs) $297.00 plus $9.45 S&H
Available ten business days after the live event

DVD (Slide Presentation with Audio) $297.00 plus $9.45 S&H
Available ten business days after the live event

CLE Processing on Recorded Event $65.00


CLE on Live Event

Continuing Legal Education credit processing is available for an additional $65 per person per state in states where webinars and teleconferences are accredited.

This webinar is eligible for at least 1.5 general CLE credits, depending on state rules.

You may register for CLE credit processing before or after a program (application deadlines vary by state).  Exceptions: Pennsylvania attorneys must pre-register for CLE. Maine and Alabama attorneys please call 1-800-926-7926 ext. 10 for special instructions.

CLE credits are not available for DE, IN, KS, OH, and PR or for NY attorneys admitted within the last 2 years.

CLE Processing $65.00

How does this work?

Webinar/Teleconference

Strafford webinars/teleconferences offer several options for participation: online viewing of speaker-controlled PowerPoint presentations with audio via computer speakers or via phone; or audio only via telephone (download speaker handouts prior to the program).  Please note that our webinars do not feature videos of the presenters.

Program Materials

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Program Materials

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CLE Credit

Strafford's live seminars qualify for CLE in every state that accredits webinars. They offer you a high quality, cost effective, and convenient CLE option, with no lost travel time or expenses.

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Customer Reviews

A focused presentation offering practical information in a concise format.

Una Kang

Saiber

I found the content very useful and was impressed by the high quality of each speaker's ability to articulate his presentation.

Andrew Lillie

Hogan & Hartson

The teleconference addressed a highly relevant topic that recurs in my practice. The subject matter was very timely and informative.

Saleem Moghal

Paul Hastings Janofsky & Walker

The information was relevant and well presented.  The questions were good, and the speakers responded with clear knowledge.

Sheila Fox Morrison

Davis Wright Tremaine

Very good.  Gave me exactly what I wanted.  The questions I emailed in were handled thoroughly.

James J. Long

Briggs & Morgan

Health Law Advisory Board

Lowell C. Brown

Partner

Arent Fox

Paul Danello

Partner

Baker & Daniels

Heidi Y. Echols

Partner

McDermott Will & Emery

John J. Miles

Principal

Ober Kaler

Gregg D. Reisman

Partner

Garfunkel Wild & Travis

Donald H. Romano

Partner

Arent Fox

Jesse A. Witten

Partner

Drinker Biddle & Reath