Practice Areas & Industries: Buchanan Ingersoll & Rooney PC

Practice/Industry Group Overview

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.

Services Available

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 30 health care attorneys located throughout its various offices who are 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.

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:

• 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, TN.
• Catholic Health East acquisition of three health systems and 54 hospitals, long-term care facilities and related services located from Maine to Florida, with assets of approximately $4 billion
• 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, TX, and the Sisters of Charity Health Care system in Houston
• Children's Hospital of Pittsburgh in its affiliation with UPMC Health System
• Acquisition of Pennsylvania Hospital, the first hospital opened in North America by its co-founder, Benjamin Franklin, through a merger into a newly formed subsidiary of the University of Pennsylvania Health System
• An affiliation between Pittsburgh's Magee-Womens Hospital and UPMC Health System
• Sisters of St. Francis Health Services, Inc. in its acquisition of St. Anthony Medical Center in Crown Point, IN, from Franciscan Sisters of Chicago Service Corporation
• Our Lady of Lourdes Medical Center in Camden, NJ, in the acquisition of Allegheny Rancocas Hospital in Willingboro, NJ
• AvMed Health Plan of Gainesville, FL, 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, FL
• 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, FL, to affiliates of Tenet Health System

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.

Our continuing involvement with transactions such as those described above ensures that our health care lawyers remain versed in the latest legal developments so that we can provide real-time advice to our health care transaction clients.

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.