Mergers and Acquisitions

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Indiana Approves a Presumptively Anticompetitive Hospital Merger: Five Lessons for the Future of Antitrust in Healthcare

By Christopher Gordon on Posted in Antitrust, FTC, Hospitals, Mergers and Acquisitions
The Indiana Department of Health recently approved a major hospital merger in Terre Haute between Union Health and HCA Healthcare’s Terre Haute Regional Hospital. Under traditional antitrust analysis, the transaction is the kind of horizontal consolidation that would raise serious red flags. The combined system will control nearly all inpatient hospital services in Vigo County, … Continue Reading

Amedisys Pays $1.1 Million for HSR Compliance Lapse Amid Pending UnitedHealth Deal

By Christopher Gordon on Posted in Antitrust, Compliance, DOJ, FTC, Mergers and Acquisitions
Amedisys, a major provider of home health and hospice care, has agreed to pay a $1.1 million civil penalty to settle allegations that it violated the Hart-Scott-Rodino (HSR) Act during the antitrust review of its pending $3.3 billion acquisition by UnitedHealth’s Optum division. What Happened In December 2023, while responding to a DOJ “Second Request” … Continue Reading

Private Equity’s Involvement in Health Care Under Increasing Scrutiny

By Bevan Blake and Robert Nauman on Posted in Antitrust, FTC, HHS, Mergers and Acquisitions, Policy
Private equity’s investment in healthcare has increased rapidly over the past decade, and this is now drawing attention from regulators.  Signifying this increased scrutiny is a joint Request for Information (RFI) issued in March by the Department of Justice’s (DOJ) Antitrust Division, Federal Trade Commission (FTC), and Department of Health and Human Services (HHS) seeking … Continue Reading

Summer Roundup: Antitrust Agencies Continue Scrutiny of Healthcare Markets and Attain Much Needed Victories

By Christopher Gordon on Posted in Accountable Care Organizations, Antitrust, DOJ, FTC, Mergers and Acquisitions, Pharmaceutical
This summer, the Federal Trade Commission (“FTC”) and U.S. Department of Justice (“DOJ”) (together “antitrust agencies” or “agencies”) continued to push boundaries on what constitutes anticompetitive conduct with the withdrawal of key healthcare policy statements and heightened scrutiny of the pharmaceutical industry. This summer also saw the DOJ and FTC score crucial enforcement wins in … Continue Reading

Court Rejects Vertical Merger Challenge Brought by DOJ

By Christopher Gordon on Posted in Antitrust, DOJ, Insurance, Mergers and Acquisitions
On Monday, September 19, 2022, D.C. District Court Judge Carl J. Nichols rejected the Department of Justice’s (“DOJ”) request to block UnitedHealth’s $13.8 billion acquisition of Change Healthcare.  UnitedHealth is the largest health insurer in the United States, while Change Healthcare is a leading data clearinghouse for insurance claims.  The DOJ initially filed suit to … Continue Reading

Government Continues Aggressive Antitrust Enforcement in the Healthcare Space

By Christopher Gordon on Posted in Antitrust, DOJ, Insurance, Mergers and Acquisitions
On February 24, 2022, the U.S. Department of Justice (“DOJ”) filed suit to block UnitedHealth’s proposed acquisition of Change Healthcare. UnitedHealth owns the largest health insurer in the U.S., while Change Healthcare is a data company whose software is the largest processor of health insurance claims in the U.S. The DOJ alleges that the acquisition, … Continue Reading

Recent Case Provides Important Lessons For Buyers Acquiring Unionized Businesses

By Squire Patton Boggs on Posted in Labor and Employment, Mergers and Acquisitions, NLRB
When healthcare entities are seeking to expand their operations, they often will find interesting targets who have union-represented employees.  A union’s presence will create additional compliance obligations but, contrary to common misconceptions, union-related obligations are not necessarily unmanageable. In a recent case, which arose after new owners took over a skilled nursing home facility, the … Continue Reading

Recent UK hospitals merger clearance confirms recent high degree of willingness to accept efficiencies/customer benefits arguments in hospitals merger reviews

By Diarmuid Ryan on Posted in Hospitals, Mergers and Acquisitions
The UK’s Competition and Markets Authority (CMA), has recently cleared a second hospital merger after only a Phase 1 review (involving an initial 40-day review period) based on the parties’ efficiencies/customer benefits arguments, despite the fact that the CMA believed that the merger may result in a substantial lessening of competition (SLC). It is quite … Continue Reading

Negotiating A Deal? Ensure You Respond Appropriately To Union Requests For Information

By Squire Patton Boggs on Posted in Mergers and Acquisitions, NLRB
Mergers, acquisitions, and sales can be a common event for health systems. These types of deals involve many moving parts, from both legal and operational perspectives. Given how complex deals can become, it can be easy to overlook obligations to labor unions when they arise. One recent National Labor Relations Board (“Board”) decision illustrates a … Continue Reading

CMS and OIG Ring in the New Year with Final Rules on EHR Donations

By Squire Patton Boggs on Posted in Department of Health and Human Services, Electronic Health Records, False Claims Act, Fraud and Abuse, Hospitals, Mergers and Acquisitions, Regulatory Compliance, Technology
On December 27, 2013, the Centers for Medicare and Medicaid Services (“CMS”) and the Office of Inspector General of the Department of Health and Human Services (“OIG”) published final rules (“Final Rules”) regarding the electronic health records (“EHR”) donations Stark Law Exception (42 C.F.R. 411.357(w)) and Anti-Kickback Statute Safe Harbor (“AKS Safe Harbor”) (42 C.F.R. … Continue Reading

CMS Strengthens Policies to Encourage Automatic Assignment of Medicare Provider Agreements

By Squire Patton Boggs on Posted in Department of Health and Human Services, Mergers and Acquisitions
In a policy memo published September 6, 2013, the Centers for Medicare & Medicaid Services (“CMS”) encouraged new owners of Medicare providers and institutional suppliers (“providers”) to accept automatic assignment of the seller’s Medicare Provider Agreement (“Agreement”) and CMS Certification Number (“CCN”).  The overall goal appears to be to encourage automatic assignment in Change of … Continue Reading

Health Care Finance Professionals Discuss Health Care Reform

By Squire Patton Boggs on Posted in ACA, Mergers and Acquisitions
The Bond Buyer’s 501(c)3 Super Conference was held on September 20, 2010 at the Hilton New York in New York City.  This year’s event brought together investors, finance professionals and executives from hospitals, health systems, academic medical centers, higher education institutions, performing arts centers, rating agencies and finance firms from across the country to network … Continue Reading
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