Structuring Hospital Acquisitions of Physician Practices

Legal Issues in Valuing, Negotiating and Documenting the Transaction

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

Conducted on Tuesday, March 27, 2018

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 climb, 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, counsel to healthcare systems and physicians must carefully consider regulatory hurdles, valuation, pricing, 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 issues:

  • What are the key legal and business concerns for hospitals and physicians considering a hospital acquisition of a physician practice?
  • What nuances should counsel be aware of with respect to valuations in light of Stark law cases challenging certain valuation methodologies?
  • 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?


Peterson, Jeffrey
Jeffrey M. Peterson


Mr. Peterson focuses on healthcare transactions, including acquisitions, divestitures, affiliations, joint ventures and...  |  Read More

Warren, Adria
Adria Warren

Foley & Lardner

Ms. Warren’s practice focuses on advising clients with respect to mergers, acquisitions, affiliations and...  |  Read More

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