Nonprofit and For-Profit and Health Systems

Practice Overview Select and Representations

Troutman Pepper advises nonprofit and for-profit hospitals World-renowned heart hospital on an affiliation/joint venture with a for-profit partner and health systems on all corporate, governance and health Regional health system on its affiliation and member substitution with another health care matters, including nonprofit, charitable organizations, system, physician practice roll-ups, nonprofit board duties and conflicts of interest and attorney general matters; mergers, acquisitions, affiliation, member substitution and joint ventures (including Nonprofit cancer hospital on transactional matters, including the sale and unwinding of cancer center JVs and other transactions with for-profit partners); regulatory compliance; government investigations and enforcement Regional health care system with strategic transactions actions; physician/hospital relations; government and private National children’s foundation on corporate structure, governance and compliance payor reimbursement and contracting; and litigation and matters dispute resolution – as well as the unique issues confronting charitable organizations providing health care. Regional health network on debt financing arrangements and structures and corporate and regulatory matters

Contact on the creation of one of the first physician-owned specialty hospitals

John W. Jones, Jr. Health system on its potential acquisition of another hospital out of a complex Partner, Chair bankruptcy Nonprofit Hospitals Practice Group 215.981.4706 Local health system on its acquisition by regional health network [email protected]

Mr. Jones concentrates his practice in corporate, health care and life sciences Health system with creation of university out of bankruptcy, which ultimately led to matters. He has significant experience advising nonprofit and for-profit hospital’s acquisition by national health care company hospitals and health systems and other health care clients in all types of commercial transactions and related regulatory matters. Health system on nonprofit and regulatory matters

troutman.com Navigating Issues with Experience Business Transactions

We have deep experience in nonprofit organizational We assist our clients with mergers and acquisitions, joint ventures, affiliations, partnering arrangements and member substitution, restructurings and structuring, tax-exempt financing, charitable organization reorganizations, dispositions and carve-outs, and venture capital and other governance, attorney general oversight, unrelated transactions. We also advise clients on a wide range of agreements with business taxable income, Forms 990 and 990-PF vendors, suppliers, purchasing groups, payors (including Medicare and Medicaid), PBMs, PDPs, wholesalers and residents. We are experienced in compliance, excess benefit transaction matters, and, for advising on regulatory compliance issues attendant to transactions, including transactions involving nonprofit entities, compliance with fraud and abuse issues, safe harbor regulations, and regulatory issues impacting relationships with other participants in the continuum care chain. requirements of the Internal Revenue Service and the Community Health Care Assets Protection Act, as well as Frequently, transactions involve such disparate legal areas as health care, tax, antitrust, environmental, real estate, labor and employee benefits. Our other state attorney general requirements. transactional lawyers regularly team with lawyers in these and other practice areas to resolve client problems. We have experience with the Office of the Attorney General’s Review Protocol for Fundamental Change Transactions About Troutman Pepper Affecting Health Care Nonprofits, both as counsel to health care providers being sold, and as counsel to related charitable entities affected by the transaction. We also have represented charitable organizations before the Orphans’ Court Division of the Court of Common Pleas seeking approval of We represent clients mergers, as well as necessary cy pres proceedings. across the spectrum of the hospital and health Regulatory Compliance system industry. We represent nonprofit and for-profit hospitals in dealing with regulatory issues affecting health care transactions, as well as those impacting their operations. These issues generally fall under federal fraud and abuse laws, Troutman Pepper is a national law firm known for its higher commitment (including the federal Anti-Kickback Statute and safe harbors), Stark, civil to client care. With more than 1,200 attorneys in 23 U.S. cities, the firm monetary penalties law, the False Claims Act, health care fraud statutes, partners with clients across every industry sector to help them achieve the Health Insurance Portability and Accountability Act of 1996 (HIPAA) and their business goals. Read more about the firm’s litigation, transactional, Medicare and Medicaid and state regulatory requirements concerning and regulatory practices at troutman.com. operations, facility management, local code requirements and resident rights.

Troutman Pepper