Handled the legal matters in connection with the acquisition of one of the top substance abuse and addiction treatment centers in the country by one of the largest hospital management companies in the United States. The acquisition required complex legal work in structuring the merger, negotiating the agreements, and handling the regulatory filings. The transaction was worth $350 million and involved 322 residential beds in four residential facilities and eight outpatient facilities in California, Georgia, and Tennessee. The firm has historically served as primary outside counsel to the client, and represented it in connection with the sale.
Resource Healthcare of America, Inc. (RHA) is the central organization of a group of non-profit entities, headquartered in Atlanta, which have provided housing and healthcare services for many years in several states. In 2015, affiliates of RHA providing healthcare services in the area of developmental disabilities sold their businesses and assets to a for-profit investor group. The Bradley Healthcare Team served as Tennessee local counsel to RHA in the transfer of multiple ICF-IID facilities, including obtaining statutorily required approvals from the Tennessee Attorney General.
Served as legal counsel to two related entities, Integra Resources, LLC, and Facilities Funding Group, LLC, with regard to the sale-leaseback and financing transactions regarding Open Arms Care Corporation, a Georgia nonprofit corporation, which operates 32 ICF-IID facilities and four related support facilities. The roles of the Bradley Team included providing assistance in development of the structure of transition, documenting the transfers, leases and loans required, and negotiation of approval of the transaction with TennCare and other Tennessee agencies.
Represented Ascension affiliate St. Thomas Hospital in connection with its acquisition of the Baptist system to form Saint Thomas Health, a five hospital system operating many surgery centers, imaging centers, and physician practices in the Middle Tennessee area.
Represented The SSI Group, Inc., a provider of healthcare revenue and payment cycle management solutions, in the acquisition of Medtelligence, LLC dba Medibis, a data company servicing the surgery provider market, from Bertram Capital.
Represented publicly-traded, correctional healthcare services company in connection with corporate and securities law matters and in connection with $250 million merger transaction with the company’s largest competitor to create the largest service provider in the U.S. market.
Handled the healthcare aspects of Community Health System’s $7.6 billion acquisition of Health Management Associates, Inc.
Assisted client in acquisition of controlling interests in two surgical hospitals and 12 ambulatory surgery centers in multiple states (Colorado, Iowa, Maryland, Michigan, New Jersey, Pennsylvania and Texas), five of which also included the negotiation of a joint venture arrangement between our client and a local health system. The transactions were valued at approximately $160 million.
Represented public hospital company in the $50,000,000 acquisition and subsequent employment of 133 physician multi-specialty group in Spokane, Washington.
Represented public hospital company in the $52,000,000 acquisition and employment of one of the largest multi-specialty groups in East Texas with more than 700 employees, including 132 physicians and mid-level providers in 18 locations.
Represented for-profit and non-profit hospital systems in the acquisition of physician practices and the formation of employed physician groups, including advising on productivity-based compensation and governance issues.
Represented hospital clients in connection with the acquisition of freestanding outpatient facilities in numerous states, and regulatory issues related to conversion of such facilities to hospital outpatient departments.
Represented Nashville-based company developing dedicated allergy, asthma and sinus treatment centers across the country in connection with corporate mergers and acquisitions and in connection with venture capital funding.
Dispositions
Represented HealthSouth Corporation in the sale of its ambulatory surgery division to Texas Pacific Group in a transaction valued at approximately $920 million and in the sale of its outpatient rehabilitation division to Select Medical Corporation in a transaction valued at approximately $245 million. Each transaction involved a complicated internal restructuring to prepare the divisions for sale.
Represented client in the disposition of three hospitals in Oklahoma to a third party buyer and sale of a fourth to the Hospital Authority, with seller financing.
Advised on the acquisition and disposition of home health agencies, hospices, DME companies and other home care providers.
Represented multiple hospital chains in connection with acquisitions and dispositions of community hospitals.
Joint Ventures
Represented large orthopedic joint venture physician group in developing a regional, multi-hospital gainsharing arrangement with a hospital system for orthopaedic surgery services. In addition to advising the joint venture on the arrangement with the hospital system, and preparing the definitive documents, Bradley attorneys advised the joint venture on how to allocate the shared savings realized from the cost-saving procedures, in order to comply with state and federal laws.
Handled two joint ventures on behalf of health system with national radiation therapy companies.
Negotiated joint venture arrangements between for-profit rehabilitation company and various tax-exempt academic medical center and healthcare systems in connection with development of freestanding rehabilitation hospitals.
Represented rehabilitation hospital company in connection with joint venture arrangements with acute care hospitals.
Represented hospital systems in numerous joint ventured surgery centers with surgery center management companies and physician investors.
Represented major national chain of surgery centers to develop a joint venture structure for the operation of surgery centers with academic medical centers and other tax-exempt health systems.
Represented hospital system in development of a joint venture surgical hospital with physician investors and in connection with subsequent re-syndication of venture.
Antitrust Issues
Provided antitrust counsel on formation of majority-owned hospital joint venture among competing hospitals involving compliance with Copperweld and attainment of clinical integration.
Supported the successful clearance of a merger between two healthcare providers that was investigated by the FTC.
Provided antitrust advice on merger between large physician practice groups involving analysis of market definition, market share, barriers to entry, and efficiencies.
Business Formation
Represented healthcare startup with Internet business model in corporate organization, merger, shareholders’ and consulting agreements, licensing and trademark registration, and employment, non-competition and confidentiality agreements.
Represented a drug delivery company in connection with its formation, key licensing arrangements, and Series A and B preferred stock offerings.
Represented the management team of a startup organization in the formation of a new company to acquire, develop, own and operate memory care and Alzheimer’s facilities. Bradley provided strategic advice regarding the formation of the new business entity, negotiated the terms for initial round of Series A preferred stock capitalization for the company, investor rights and investment capital transaction documents, and employment contracts for the management team. The team also negotiated the Asset Purchase Agreement to acquire a facility in Florida and prepared the real estate acquisition and development transaction documents for a new facility in Texas. The transactions were valued at approximately $25 million.
Private Equity and Venture Capital
Counseled a developer of urgent care centers in connection with a $60 million private equity investment by major private equity firm.
Represented a growing operator of retail urgent care clinics in the Southeast in connection with an investment of $100 million by a major private equity firm.
Represented a provider of remote patient monitoring software and mobile health technology in its sale of preferred stock to strategic healthcare venture funds.
Represented investment firm in connection with a $100 million capital raise and various venture capital and private equity investments.
Represented developer of dedicated allergy, asthma and sinus treatment centers in multiple stages of equity capital raises through design and issuance of series of preferred stock in excess of $20 million.
Represented a cancer care company in connection with $42 million capital raise from a nationally recognized private equity company and $135 million capital raise from another nationally recognized private equity company.
Represented a drug delivery company in connection with its venture capital rounds of financing.
Represented a pharmaceutical research and development company, which focuses on developing products to protect from radiation exposure, in securing multiple rounds of early stage equity funding.
Physician Practice Acquisition
Represented asthma, allergy and airways disease practice management company in connection with raising over $20 million in venture capital funds, and in the company’s acquisition of and management of allergy practices in Oklahoma, Louisiana, New Mexico, Texas and Virginia. Bradley attorneys advised on the structuring of friendly PC models, employment models and administrative service models for compliance with state regulatory regimes.
Represented oncology practice management company in connection with raising over $42 million in initial venture capital and the subsequent recapitalization from a private equity firm, and in connection with acquiring and managing oncology practices in Florida, Louisiana, Texas and Wyoming.
Represented client in acquiring the practice assets of, and entering into employment agreements with, a 25-physician cardiology practice and a 15-physician cardiology practice to form one of the largest cardiology practices in Tennessee.
Represented for-profit and nonprofit healthcare entities in the acquisition of physician practices and the formation of employed physician groups, including advising on productivity-based compensation and governance issues.
Drafted and reviewed compliance issues in connection with numerous physician recruitment agreements on behalf of multiple hospitals, including joint recruitments involving two hospitals.
Served as lead counsel in the organization of multiple physician-owned entities for the related healthcare regulatory compliance issues, private placement of securities, and financing transactions, and included advising on the operations and governance matters.
