Healthcare Deals: Post-Signing and Post-Closing Issues

Obtaining Consents and Approvals; Navigating State Tax and IRS Requirements, Indemnity, Post-Closing Dispute Matters and Obligations

A live 90-minute CLE webinar with interactive Q&A


Wednesday, April 19, 2017
1:00pm-2:30pm EDT, 10:00am-11:30am PDT

Early Registration Discount Deadline, Friday, March 31, 2017


This CLE webinar will provide guidance to healthcare counsel on navigating post-signing and post-closing issues in healthcare transactions. The panel will discuss regulatory approvals, escrow and tax concerns, particularly issues arising under tax-exempt financing; and best practices for overcoming inherent challenges and risks.

Description

Healthcare transactions often are not signed and closed on the same day, partially due to the highly regulated nature of healthcare. The time between signing and closing enables the parties to obtain the necessary certifications, permits, etc., required in a sale or change of ownership.

Although the key deal terms are generally determined prior to signing, there are many tasks that must be completed between signing and closing and will be conditions to closing.

Listen as our authoritative panel of healthcare attorneys examines issues that should be addressed post-signing and post-closing in a healthcare transaction, including mergers and acquisitions. The panel will discuss regulatory and third-party approvals, tax issues that often arise, escrow, agreements covering the transition period, rep andwarranties, insurance, indemnity, post-closing dispute matters, and post-closing obligations.

Outline

  1. Obtaining regulatory and third-party consents and approvals
  2. Tax issues
  3. Escrow
  4. Transition services agreements
  5. Insurance and indemnity
  6. Post-closing obligations
  7. Post-closing disputes

Benefits

The panel will review these and other key issues:

  • Identification of the key post-signing issues for hospitals, physicians, and other parties involved in healthcare transactions
  • Typical pre-closing covenants that must be satisfied between signing and closing in a healthcare transaction
  • Key regulatory approvals and other third-party consents that are needed before closing a healthcare transaction
  • Navigation of the antitrust laws including limitations on cooperative action pre-closing, particularly during completion of the due diligence process
  • Completion of due diligence and its potential impact on consummation of the transaction
  • Completion or amendment of Schedules and Exhibits to the agreement
  • Preparation of documents required for closing (e.g., Articles of Incorporation, Bylaws, Articles of Merger, etc.)
  • Possible adjustment of the purchase price based on a reconciliation methodology set forth in the definitive agreement
  • Consideration of tail insurance coverage
  • Certain unique issues faced by public institutions

Faculty

H. Guy Collier, Partner
McDermott Will & Emery, Washington, D.C.

Mr. Collier provides representation on transactional and related regulatory issues for health industry clients, including nonprofit hospitals and health systems, academic medical centers, public companies, private equity firms, post-acute providers, medical group practices, and pharmaceutical suppliers and distributors. He served previously in the Office of General Counsel for the DHHS and at the Institute of Medicine of the National Academy of Sciences.

Steven M. Gerenraich, Partner
Foley & Lardner, Chicago

Mr. Gerenraich’s practice focuses in the areas of mergers & acquisitions, private equity and venture capital, joint venture and other commercial transactions, with particular experience in energy, construction, healthcare, healthcare-related companies, and the food industry. Mr. Gerenraich is a member of the firm’s Transactional & Securities and Private Equity & Venture Capital Practices as well as the Energy, Health Care, and Food & Beverage Industry Teams.


Live Webinar

Live Webinar $247.00

Includes Early Discount Savings of $50.00 (through 03/31/17)

Add a colleague on the same connection in the same room for only $97.00 in the shopping cart or by calling customer service.

This webinar is eligible for at least 1.5 general CLE credits.

CLE credits are not available for PR.

*In KS, OH, PA, for more than 1 attendee on the connection you must contact Strafford CLE via email or call 1-800-926-7926 ext. 35 prior to the program for special instructions.


Recordings

CLE On-Demand - Streaming Video

Includes recorded streaming video of full program plus PDF handouts.

On-demand is the only recorded format recognized for CLE credits in DE, IN, KS, LA, MS, NC, OH, OK, SC, TN, VA, WI.

AK, AZ, CA, CO, CT, DE, FL, GA, HI, IA, ID, IL, IN*, KS, KY, LA, ME, MN, MO, MT, NC, ND, NH**, NJ, NM, NV, NY, OH*, OK, OR, PA, SC, TN, TX, UT, VA, VT, WA, WI, WV, WY (Note: Some states restrict CLE eligibility based on the age of a program. Refer to our state CLE Map for additional information.)

*Only available for attorneys admitted for more than two years. For OH CLE credits, only programs recorded within the current calendar year are eligible - contact the CLE department for verification.

**NH attendees must self-determine if a program is eligible for credit and self-report their attendance.

CLE On-Demand Video $247.00
Available 48 hours after the live event

Includes Early Discount Savings of $50.00 (through 03/31/17)

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Recorded Event

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

Strafford is an approved provider and self-study CLE credit is available in most states.

AK, AZ, CA, CO, CT, FL, GA, HI, IA, ID, IL, KY, ME, MN, MO, MT, ND, NJ, NM, NY, OR, PA, TN, TX, UT, VT, WA, WV, WY (Note: Some states restrict CLE eligibility based on the age of a program. Refer to our state CLE Map for additional information.)

Strafford will process CLE credit for one person on each recording.

Additional copies of a recording can be purchased at a discount. Please call Strafford Customer Service toll-free at 1-800-926-7926 ext 10 or email customerservice@straffordpub.com to place your order.

Recorded Webinar Download $247.00
Available 48 hours after the live event

Includes Early Discount Savings of $50.00 (through 03/31/17)

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Recorded Audio Download (MP3) $247.00
Available 24 hours after the live event

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DVD (Slide Presentation with Audio) $247.00 plus $9.45 S&H
Available ten business days after the live event

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Registration Plus Recorded Event

Best value!

Live Webinar & Webinar Download $344.00

Includes Special Savings of $250.00 (through 03/31/17)

Live Webinar & Audio Download $344.00

Includes Special Savings of $250.00 (through 03/31/17)

Live Webinar & DVD $344.00 plus $9.45 S&H

Includes Special Savings of $250.00 (through 03/31/17)


Webinar

Strafford webinars 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.

Early Registration
Discount Deadline
March 31, 2017
(1 day)

or call 1-800-926-7926

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Customer Reviews

The webinar was very clear & applicable to my practice.

Christine Lay

Bon Secours Health System

I appreciated that the program’s content was current and had great speakers.

Yvette Rhodes

Fowler White Boggs

I appreciated the speakers' insight and was pleasantly surprised how helpful I found the presentation.

Heidi Brasher

McAfee & Taft

The program was very relevant and timely to our business.

Nancy Poland

National Marrow Donor Program

Very valuable information.

Mara McDermott

Akin Gump

or call 1-800-926-7926

Health Law Advisory Board

Lowell C. Brown

Partner

Arent Fox

Jennifer L. Evans

Shareholder

Polsinelli

Ryan S. Johnson

Shareholder

Fredrikson & Byron

Gina M. Kastel

Partner

Faegre Baker Daniels

Karen S. Lovitch

Member

Mintz, Levin, Cohn, Ferris, Glovsky and Popeo

David A. Manko

Partner

Rivkin Radler

John J. Miles

Principal

Ober Kaler

C. Elizabeth O'Keeffe

Counsel

Wyatt, Tarrant & Combs

J. Peter Rich

Partner

McDermott Will & Emery

Donald H. Romano

Of Counsel

Foley & Lardner

Judith A. Waltz

Partner

Foley & Lardner

John R. Washlick

Shareholder

Buchanan Ingersoll & Rooney

Jesse A. Witten

Partner

Drinker Biddle & Reath

or call 1-800-926-7926

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