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Business Transactions

At over 17% of Gross Domestic Product, the U.S. healthcare industry is among the largest of industries.  And given the massive amount of funds involved in the delivery of healthcare goods and services, coupled with the potential for fraud and abuse, the industry is also among the most heavily regulated.  The complex regulatory environment in which providers and suppliers operate has resulted in increasingly complex relationships between healthcare entities.  Providers are strongly advised to have competent legal counsel, experienced in the field of health law, review prospective transactions for regulatory concerns, whether the transaction is as simple as a twelve thousand dollar a year equipment lease, or as complex as a healthcare entity change of ownership involving myriad relationships among licensed professionals, thousands of employees and hundreds of millions of dollars.
 
In his private practice and as in-house General Counsel and Chief Compliance Officer, John Little has
  • developed professional Employment and Stock Option Agreements
  • reviewed, drafted, negotiated and/or advised senior management concerning hundreds of healthcare-related real property and pesonal property Leases
  • drafted extensive Management Services Agreements between for-profit entities and non-profit healthcare organizations
  • represented Buyers and Sellers in all matters of due diligence, negotiations and document preparation involving the acquisition and divestiture of healthcare businesses
  • represented transaction parties to governmental licensure and certification agencies to help ensure proper changes of ownership and uninterrupted reimbursement
 Most significantly, John has:
 
served as Lead Counsel representing purchasers in the acquisition of an Acute Psychiatric Hospital in Albuquerque, New Mexico, including
  • the formation purchaser's subsidiary corporation and drafting of initial Confidentiality Agreement, Letters of Intent, Due Diligence Interrogatories and Requests for Production of Documents,
  • the performance of extensive Due Diligence concerning all aspects of Seller's ownership and operations and Landlord's pending bankruptcy and foreclosure,
  • the drafting and negotiation of Asset Purchase Agreement terms, Lease and all related documents, including Subordination, Non-Disturbance and Attornment Agreement, Landlord Waiver and Consent, Board and Shareholder Resolutions, Closing Certificates, Bill of Sale and Assignment and Assumption Agreement,
  • the obtaining of required written approvals of Buyer's Creditors, and
  • the ensuring of post-Closing release of liens, proper licensure and certification status and implementation of parent company's policies and procedures
represented purchasers in a $24 million acquisition of four Residential Treatment Facilities in Indianapolis, Indiana and Pedro, Ohio, including
  • the drafting of initial Confidentiality Agreement, Letters of Intent, Due Diligence Interrogatories and Requests for Production of Documents
  • the performance of extensive document reviews and Due Diligence
  • the identification, retention and supervision of local counsel in the negotiation of Asset Purchase Agreements, Leases and related documents, including Consulting and Non-Competition Agreements, Escrow Agreements, Board and Shareholder Resolutions, Closing Certificates, Bills of Sale and Assignment and Assumption Agreements
  • the preparation of draft and final Asset Purchase Agreement Schedules
  • the obtaining of required written approvals from Buyer's Creditors
  • the ensuring of post-Closing release of liens, proper licensure and certification status and implementation of parent company's policies and procedures
  • the preparation of necessary post-Closing notices of claims to Seller in order to preserve Buyer indemnification rights
served as General Counsel and Chief Compliance Officer to an Austin, Texas healthcare provider/borrower during the negotiation, preparation and execution of a $60 million Credit Agreement to refinance existing debt, eliminate subordinated debt, secure a line of credit and to fund acquisitions and serve other purposes
  • analyzed Agreement drafts and advised Senior Management as necessary
  • responded to Lender Counsel's Due Diligence requests as necessary
  • prepared draft and final Schedules to Agreement
  • ensured post-Closing parent company and subsidiary compliance with numerous debt covenants including notice, reporting and consent requirements
served as General Counsel and Chief Compliance Officer to an Austin, Texas healthcare provider during the negotiation, preparation and execution of a $205 million Merger Agreement
  • rendered extensive assistance to Seller's outside counsel in management led buyout
  • responsible for collecting and organizing responses to Buyer's extensive Due Diligence requests
  • prepared and assisted in the preparation of numerous, extensive Schedules to Merger Agreement, including (i) detailed information about each subsidiary, (ii) pending litigation and proceedings, (iii) compliance with applicable law and proper licensure, certification and accreditation status, (iv) medical staff matters, (v) environmental matters, (vi) title to properties and encumbrances, (vii) leases, (viii) contracts, (ix) insurance, (x) intellectual property, (xi) employee benefit plans, (xii) employee relations compliance and (xiii) related party transactions assisted in the preparation of pre- and post-Closing Change of Ownership notices to relevant governmental agencies