Hospital Acquisitions of Physician Practices

Legal Issues in Valuing, Negotiating and Structuring the Transaction

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

Conducted on Thursday, November 29, 2012

Recorded event now available

or call 1-800-926-7926
Course Materials

This CLE course will provide healthcare counsel with a review of the key legal issues involved in hospital acquisitions of physician practices, including applicable laws and regulations and valuation considerations. The panel will offer their guidance on negotiating and structuring the arrangements.


Hospital acquisitions of physician practices continue to soar, driven by healthcare reform, 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 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.



  1. 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
  2. Fair market value and financial considerations
    1. Physician practice consolidation trends
    2. Valuation issues
    3. Compensation models for physicians
    4. Fairness opinions from independent financial advisors


The panel will review these and other key questions:

  • What are the key legal and business concerns for hospitals and physicians considering a hospital 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?

Following the speaker presentations, you'll have an opportunity to get answers to your specific questions during the interactive Q&A.


Carsten Beith
Carsten Beith

Co-Head of Tax-Exempt M&A
Cain Brothers

He has been primarily involved with financial advisory engagements on behalf of hospitals and health systems, managed...  |  Read More

Michael L. Blau
Michael L. Blau

Foley & Lardner

Mr. Blau's practice focuses on advising clients on corporate and regulatory matters, including mergers,...  |  Read More

David L. Klatsky
David L. Klatsky

McDermott Will & Emery

He has 20 years of experience in health industry mergers and acquisitions, with a focus on the transactional and...  |  Read More

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