For-Profit and Nonprofit Healthcare Joint Ventures

Goodwin advises healthcare providers, suppliers and vendors throughout the supply chain on all corporate, governance, regulatory (including anti-kickback, anti-referral and licensing issues), nonprofit corporate and tax, state attorneys general investigations and litigation, foundation, trust and restricted asset, and antitrust issues in connection with for profit and nonprofit joint ventures.

Goodwin has decades of experience in hospital and health system and pharmacy joint ventures with deep expertise in formation, structure and regulatory matters. Specifically, the Goodwin team has counseled some of the nation’s largest pharmacies and health systems on some of the most complex and unique joint ventures involving the federal Anti-Kickback Statute and nonprofit organization, corporate and tax laws. Critical to any joint venture, given its captive customer base both on the regulatory and nonprofit side, is maintaining an arm’s length relationship in the transaction, including enterprise valuation and ownership as well as compensation under services agreements between capital partners. Goodwin has deep experience in this area and works closely with some of the top valuation experts and investment banking firms in the hospital and pharmacy industries. Additionally, the Goodwin team has significant experience in nonprofit health system mergers and acquisitions, member substitutions and dispositions.

Transactions

We assist clients with mergers and acquisitions, joint ventures and partnering arrangements, restructurings and reorganizations, dispositions and carve-outs, and venture capital and other transactions. We also advise clients on a wide range of agreements with vendors, suppliers, purchasing groups, payors (including Medicare and Medicaid), PBMs, PDPs, wholesalers and residents. We are experienced in advising clients on the regulatory compliance issues attendant to transactions, including fraud and abuse issues, safe harbor regulations, and regulatory issues impacting relationships with other participants.

Frequently, transactions involve such disparate legal areas as healthcare, tax, antitrust, environmental, real estate, labor and employee benefits. Our transactional lawyers regularly team with lawyers in these and other practice areas to resolve client problems. We have significant experience counseling nonprofit hospitals and other providers on a wide range of issues, including compliance with requirements of the Internal Revenue Service and the Community Health Care Assets Protection Act, as well as other state attorney general requirements and Orphans’ Court procedures.

Regulatory and Compliance

We represent clients in dealing with regulatory issues affecting commercial healthcare transactions as well as those impacting their operations. These issues generally fall under federal fraud and abuse laws (including the federal Anti-Kickback Statute and safe harbors), Stark, civil monetary penalties law, the False Claims Act, healthcare fraud statutes, the Health Insurance Portability and Accountability Act of 1996 (HIPAA) and Medicare Parts A, B and D, and state regulatory requirements concerning operations, facility management, local code requirements and patient issues.

Government Investigations and Litigation

For-profit and nonprofit healthcare joint ventures increasingly are targeted by the DOJ, HHS OIG, individual U.S. Attorney’s Offices, and state attorneys general, all seeking to enforce a wide range of fraud and abuse laws, such as the False Claims Act, the Anti-Kickback Statute, Medicare and Medicaid regulations, healthcare fraud and other criminal statutes. We represent these and other provider clients facing investigation or prosecution by federal and state authorities seeking to enforce these laws. Goodwin also handles a wide range of civil litigation matters for healthcare clients, including antitrust, class action, medical malpractice, securities/shareholder, and ERISA/employment matters.