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Healthcare Mergers & Acquisitions

Overview

Many of the organizations most active in healthcare mergers, acquisitions and joint ventures turn to Waller for representation in transactions throughout all sectors of the healthcare industry. For nearly 50 years, we have been a go-to law firm for clients seeking to expand through strategic transactions. Healthcare providers, institutional investors, private equity and venture capital funds, investor groups and financial advisors value Waller's abilities in complex business transactions across virtually every sector of the healthcare industry:

  • Hospitals and health systems
  • Ambulatory surgery centers
  • Hospices and home health agencies
  • Skilled nursing facilities and senior living companies
  • Renal care providers
  • Physician and dental practices and practice management companies
  • Behavioral health service providers
  • Radiation therapy centers
  • Healthcare information technology companies
  • Pharmaceutical and life sciences companies
  • Ancillary service providers, including laboratories and imaging centers

Since 2010, we have provided counsel in healthcare mergers, acquisitions, joint ventures and divestitures with a combined value of more than $11 billion. As Chambers USA noted: “Waller stands out for the quality of services in the corporate arena.  Aimed at the middle market, the team operates on a national level.”

Waller has a deep roster of more than 100 experienced practitioners available for healthcare acquirers, targets, sellers, investors and boards of directors. Friendly, responsive and focused, our multi-disciplinary team ensures comprehensive representation in every phase and facet of each transaction. We approach deals with our clients' business objectives in mind – we manage legal issues toward a successful business outcome. We are facilitators, not impediments.

Experience

 
Hospitals and Health Systems
 
  • Represented publicly traded LifePoint Health, Inc. in the January 2011 formation of DLP Healthcare LLC, a joint venture with Duke University Health System to assemble a regional network of hospitals and healthcare providers. Subsequently, Waller has represented Duke LifePoint Healthcare LLC in its $483 million acquisition of non-profit Marquette General Hospital in September 2012, its acquisition of 80% of Twin County Regional Healthcare in April 2012, its acquisition of Maria Parham Medical Center in October 2011, its acquisition of Person Memorial Hospital in September 2011 and the acquisition of nine hospital-based catheterization labs and mobile catheterization labs in North Carolina in May 2011.
  • Represented a publicly traded hospital company formation of a joint venture to share in the ownership and operation of a 97-bed hospital, a 115-bed long-term care and rehabilitation facility, an assisted living facility, a wound care center and a medically supervised wellness center
  • Represented a Florida-based tax-exempt health system in its consolidation of not-for-profit hospital
  • Represented a privately held hospital company in the negotiation and completion of a long-term lease with a with a regional medical facility; the transaction will include the construction of a new hospital to serve the residents of southeast Arizona
  • Provided counsel to a private equity-backed hospital company in the sale of an acute care hospital to a tax-exempt health system 
  • Represented a privately held acute-care hospital company in its acquisition of a community hospital in Oklahoma
  • Advised a privately held acute-care hospital company in the sale of a medical center to an Alabama-based tax-exempt health system
  • Represented a privately held health system in its merger with a private-equity backed hospital company
  • Represented LifePoint Health, Inc. in connection with the $145 million acquisition of Sumner Regional Medical Center, a four-hospital, tax exempt healthcare system that filed for Chapter 11 bankruptcy protection
  • Represented a publicly traded health system in a joint venture for the development of 15 urgent care centers
  • Assisted a newly formed tax-exempt corporation in acquiring a 25-bed critical access hospital in Tennessee
  • Represented a state medical college and negotiated a 50-year academic affiliation agreement with an investor-owned hospital company that established a long-term solution for the location of the college’s residency program
  • Assisted a county-owned medical center in Mississippi in the acquisition of a hospital from an investor-owned hospital system and advised a municipal hospital district in its joint venture with an investor-owned hospital company that resulted in the construction of a new hospital and the formation of a nonprofit organization focused on general health activities for residents in the region
Behavioral Health Services
 
  • Represented a publicly traded provider of inpatient behavioral healthcare services in two concurrent acquisitions with an aggregate value of more than $250 million
  • Served as Company Counsel to Psychiatric Solutions, Inc. in its acquisition by Universal Health Services, Inc. in a $3.1 billion merger transaction in November 2010
  • Advised a private equity portfolio company in the acquisition of a therapeutic boarding school
  • Advised a publicly traded provider of inpatient behavioral healthcare services in its $90 million acquisition of an inpatient behavioral healthcare facility
  • Provided counsel to a Chicago-based private equity firm in the purchase of a majority ownership position in a nationally recognized residential treatment provider
  • Advised an investor-owned behavioral healthcare company in connection with its acquisition of a 90-bed facility pursuant to a previously confirmed plan of reorganization and Section 363 of the bankruptcy code
Dental Support Organizations
 
  • Represented private equity firm, Huron Capital Partners in its investment in Dynamic Dental Partners, a dental services organization that provides operational support to a network of dental practices in Florida, Arizona and Virginia. In December 2013, the transaction was recognized as the M&A Deal of the Year ($25mm to $50mm) at the 12th Annual M&A Advisor Awards in New York.
  • Provided counsel in the $400 million acquisition of a dental practice management company in a transaction financed through a combination of private equity, senior debt and mezzanine financing and advised the management team of a healthcare services company in a $40 million private equity raise
  • Advised a Chicago-based private equity firm in its sale of a dental support organization to California-based private equity firm 
  • Counsel to a dental practice management company in a Section 363 bankruptcy sale of substantially all of its assets to a new lender-owned company
Post-Acute Care, Senior Living and Long-Term Care 
 
  • Represented a publicly traded provider of post-acute care services in its $95 million acquisition of a home health provider with nearly 50 locations in Florida and Louisiana
  • Counsel to a privately held provider of skilled, home-health and personal-care services in its $75.5 million sale to a publicly traded home healthcare provider
  • Represented a publicly traded provider of post-acute care services in its $71 million acquisition of a Texas provider of home health and hospice services operating 47 locations
  • Advised a publicly traded REIT in a preferred capital investment in a joint venture for the acquisition of six senior living facilities for approximately $40,000,000
  • Represented an investment company in the acquisition and leaseback of, and the assumption of bridge loan and HUD-insured permanent financing for, a portfolio of ten skilled nursing facilities located throughout the Southeast
  • Counsel to one of the country’s largest and fastest-growing coordinated care plans in its acquisition of a multi-specialty, medical health services organization
  • Represented a tax-exempt organization in the sale of eight skilled nursing facilities in Massachusetts and New Hampshire to affiliates of a NYSE-listed healthcare real estate investment trust
  • Counsel to a publicly traded REIT in its $100,000,000 acquisition of assisted living facilities in four Midwestern states
  • Represented a trust company in its divestiture of seven “distressed” nursing homes in Texas and Indiana in transactions with an aggregate value of nearly $13,000,000 over an eight-month period
Life Sciences
 
  • Represented UK-based biotechnology company Silence Therapeutics (AIM:SLN) in its $25 million acquisition of Intradigm Corporation
  • Counsel to India-based Piramal Healthcare in its $40 million acquisition of Minrad International (NYSE:BUF), a U.S. pharmaceuticals manufacturer
  • Represented India-based Piramal Healthcare in its $4.2 million acquisition of RxElite (OTCBB:RXEI), a U.S. pharmaceuticals distributor
  • Advised a U.S. pharmaceutical products manufacturer and distributor on multiple acquisitions of pharmaceutical products from Asian, Canadian and domestic licensors
  • Represented international biopharmaceutical company in its $25 million acquisition of a private U.S.-based drug development and manufacturing company
  • Provided counsel to a U.S. specialty pharmaceutical distributor in connection with the negotiation of a joint venture with German-based healthcare provider and manufacturer
  • Represented a U.K. life sciences company in sale of patent and related intellectual property portfolio to multinational pharmaceuticals company
Healthcare Technology
 
  • Represented Passport Health Communications, Inc., a leading provider of software and revenue cycle solutions to hospitals and healthcare providers, in its $850 million sale to Experian plc, the global information services company
  • Advised a leading provider of healthcare business and operational services in its acquisition of a leading healthcare revenue cycle management firm
  • Counsel to a leading provider of healthcare business and operational services in its acquisition of a Texas-based healthcare staffing firm
  • Represented Passport Health Communications, Inc. in its acquisition of California-based Data Systems Group
  • Represented the subsidiary of a publicly traded hospital company in its capital investment in a developer of mobile patient monitoring technology
  • Assisted a publicly traded hospital company in its joint venture with a technology company focused on the integration of patients' medical histories into healthcare provider systems and workflows
Physician Practices
 
  • Represented Florida-based Wolverine Anesthesia in its acquisition by TeamHealth Holdings Inc. (NYSE:TMH)
  • Represented a Michigan-based anesthesia practice in its $135 million sale to a NYSE-listed medical group
 

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