The Health Care Transactions Group of Buchanan Ingersoll & Rooney is one of the country’s most active teams of attorneys representing large and small health care providers in mergers, acquisitions and affiliation transactions. Over the past few years, Buchanan has continued its national leadership in health care law, representing health care providers in more than 60 major mergers, acquisitions, affiliations and asset transactions valued at more than $14 billion.

For the past two decades, Buchanan has kept pace with the changing national health care economy by representing health care providers in major transactions and regulatory issues. The firm has more than 50 health care attorneys located throughout its various offices who are almost exclusively devoted to representing health care providers. A much larger number of our attorneys from practice groups throughout the firm are available to assist in the representation of our health care clients as the need arises.

Antitrust Issues

Federal legislation, such as the Sherman Act and the Clayton Act, prohibits restraint of trade practices such as fixing prices, dividing markets and boycotting health insurers. The United States Department of Justice (DOJ) and the Federal Trade Commission (FTC) also have issued antitrust enforcement policies covering the health care arena addressing the following: hospital mergers, hospital joint ventures involving high technology or other expensive medical equipment, physicians’ provision of information to providers of health services, hospital participation in exchange of price and cost information, joint purchasing arrangements among health care providers and physician network joint ventures.

Buchanan counsels clients with respect to antitrust laws and provides representation in connection with DOJ and FTC inquiries and proceedings. Our lawyers provide corporate counseling, structure transactions to minimize antitrust issues, negotiate with government agencies, establish antitrust compliance programs, prepare licensing and joint technology agreements, and handle both civil and criminal litigation.

Representative National Transactions

The firm has developed a leading national and international reputation for its work on behalf of not-for-profit health care institutions, including religiously affiliated hospital systems. Our lawyers have represented clients in the following representative transactions involving health care providers across the country:

• Catholic Health East and affiliates in the 2008 acquisition of Saint Michael's Medical Center, Saint James Hospital and Columbus Hospital (all in Newark, New Jersey) from Cathedral Healthcare System.
• Universal Health Services, Inc. in several acquisitions including: SummitRidge Hospital located in Lawrenceville, GA; Cottonwood Treatment Center, a residential treatment center located in South Salt Lake, UT; St. Jones Center for Behavioral Health, an inpatient hospital facility located in Dover, DE; a behavioral health residential treatment center located in Springville, UT; Lincoln Trail Behavioral Health System a psychiatric hospital facility located in Radcliffe, KY; and multiple facilities located in Doylestown, PA and Chalfont, PA.
• University of Pennsylvania Health System in its acquisition of Pennsylvania Hospital, the first hospital opened in North America by its co-founder, Benjamin Franklin. Recently assisted the health system in acquiring Presbyterian Medical Center and affiliates in Philadelphia, and Phoenixville Hospital and affiliates in Phoenixville, PA.
• Pittsburgh Mercy Health System in the $16 million sale and transfer of Mercy Jeannette Hospital to Excela Health Westmoreland Hospital. The year prior, we represented Pittsburgh Mercy Health System in its $200 million transfer of Mercy Hospital of Pittsburgh to UPMC.
• Holy Cross Hospital of Fort Lauderdale, FL, in three acquisitions totaling $84 million including the acquisition of North Ridge Medical Center from Tenet Health System.
• Kadlec Medical Center of Seattle, in its affiliation with Children's Hospital and Regional Medical Center.
• Westport Holdings Bradenton Limited Partnership in the $95 million sale of its 760 unit continuing care retirement community and related facilities located in Bradenton, Florida to affiliates of American Retirement Corporation.
• University of Pittsburgh Medical Center in connection with a joint venture with Triad Hospitals, Inc. to establish, operate and manage a cancer treatment center at Beacon Hospital in Dublin, Ireland.
• St. Clair Memorial Hospital in its disposition of its Sculptor Development Technologies business operations.
• The $620 million secondary buyout of senior care provider Tandem Health Care, Inc. to JER Partners and Formation Capital LLC.
• The purchase of nine facilities in Pennsylvania and Maryland for Tandem Health Care, Inc., from Diakon Lutheran Social Ministries.
• Sunbury Community Hospital, located in Sunbury, Pennsylvania, in its sale to Community Health Systems in Brentwood, Tennessee.
• Westmoreland Health System in its combination with Latrobe Areas Hospital, forming one of the largest hospital systems in Western Pennsylvania.
• CHRISTUS Health System, the largest health care provider in Texas and Louisiana, in its $3.4 billion formation by Incarnate Word Health System of San Antonio, Texas, and the Sisters of Charity Health Care system in Houston.
• Sisters of St. Francis Health Services, Inc. in its acquisition of St. Anthony Medical Center in Crown Point, Indiana, from Franciscan Sisters of Chicago Service Corporation.
• Our Lady of Lourdes Medical Center in Camden, New Jersey, in the acquisition of Allegheny Rancocas Hospital in Willingboro, New Jersey.
• AvMed Health Plan of Gainesville, Florida, in the acquisition of another Florida health maintenance organization, St. Augustine Health Care, Inc.
• Hillsborough County Hospital Authority, in the lease of Tampa General Hospital and in the sales of TGH-University Psychiatry Center and a Medicaid HMO to Florida Health Sciences Center in Tampa, Florida.
• BayCare Health System, involving a joint operating agreement among six not-for-profit Tampa and St. Petersburg-area hospitals.
• Intracoastal Health Systems, Inc. in the sale of St. Mary's Hospital and Good Samaritan Hospital in West Palm Beach, Florida, to affiliates of Tenet Health System.
• Complete Home Care Services, a consortium of nine Western Pennsylvania hospitals, in connection with the sale of all of the stock of a durable medical equipment provider, Diversified Home Care Services, Inc., d/b/a Complete Home Care Services, to Health Care Solutions.
  

Our health care transactional lawyers have achieved great success assisting clients in the navigation of difficult legal issues that potentially threaten the ability to complete a transaction.

Included among the complex issues that we have recent experience resolving are:

• Sales or conversions resulting in a change of a health care facility's status from not-for-profit to for-profit.
• Contentious claims associated with state charitable trust laws and state attorney general intervention.
• Joint venture and joint operating structures including those with physician ownership and control implications.
• Physician practice transactions including acquisitions and divestitures.