Tips and Tricks for Managing the Unique Elements of Health Care Transactions

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Presented by Ropes & Gray LLP and Bloomberg Law.


Ropes&Gray           Updated Bloomberg Law


In the post-ACA climate, many health care entities--from hospitals and physician groups to life sciences and biopharma companies--are responding to incentives in this game-changing law by exploring opportunities to acquire, merge, or join with other health care entities in new and uncharted combinations. In fact, health care M&A deals reached a record $605 billion in 2015.

During this 60-minute program, three attorneys from Ropes & Gray who practice across the country and internationally will share their experiences and provide guidance in managing the unique elements of health care transactions.  Register now and get detailed guidance and explanations of the purpose and importance of procedural steps in the course of a transaction; strategies to obtain and address due diligence disclosures that could have a significant effect on the overall transaction; and thoughts on other “exposures” created by the transaction process itself.  During this complimentary, CLE-eligible program, they will review:

  1. Importance of Procedural Steps: How to use term sheets, letters of intent and checklists (i) to resolve key deal points early, (ii) to make the definitive agreement phase go more smoothly, and (iii) to anticipate pre- and post-closing issues that require resolution. 
  2. Due Diligence Disclosures: How to make the “right” diligence requests, and what to do when diligence efforts uncover regulatory or compliance issues that may jeopardize the viability of the transaction or require modifications to the deal and deal documents before or after closing. 
  3. Other Exposures:  How to address other unique elements that arise in many health care transactions, including privacy and security risks when parties and their advisors share health information for diligence purposes; unique considerations when sharing competitively sensitive data; requesting “material nonpublic information” or other strategic financial and operating information under securities laws; maintaining attorney-client privilege; and erosion of value resulting from delays in closing caused by protracted regulatory reviews.

Educational Objectives:

  • Tips for transaction process management
  • Best practices around due diligence requests and disclosures
  • Tips for addressing unique health care industry exposures

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John O. Chesley, Partner, Ropes & Gray LLP

John Chesley has been a member of the health care group at Ropes & Gray since 1985. For over 25 years he has focused on meeting the needs of clients in complex transactions and challenging regulatory contexts.

John blends transactional skills with knowledge of tax-exempt organizational law, regulatory issues and securities law.

John's practice is broad. He has served as lead transaction counsel in nonprofit mergers and affiliations (including a major provider-insurer affiliation noted by Modern Healthcare, the Wall Street Journal and others as a "game changer"), as outside general counsel to a health care system, and as borrower's counsel and underwriter's counsel on numerous higher education, health care and other 501(c)(3) financings. He advises a leading university on capital finance matters. He counsels boards on governance matters. His practice ranges from AAA-rated institutions to distressed credits, with a particular emphasis on complex structuring and strategic relationships at the intersection of industry change. 

Michael B. Lampert, Partner, Ropes & Gray LLP

Michael Lampert provides regulatory, transactional, and strategic advice to health care clients, including hospitals, universities, schools of medicine, medical device and pharmaceutical companies, laboratories, investors, physician practices, and emerging providers. He has extensive familiarity with fraud and abuse laws, in both an advisory and enforcement context, and other health care regulation such as the Food, Drug & Cosmetic Act, HIPAA, and Medicare reimbursement rules. Michael also advises in mergers, acquisitions, restructurings, affiliations, and financings in both the for-profit and nonprofit context. 

Brett R. Friedman, Associate, Ropes & Gray LLP

Brett Friedman joined Ropes & Gray in 2007 as an associate in the health care practice group of the corporate department. Since coming to Ropes & Gray, Brett has gained significant experience in advising clients on a variety of complex transactional, enforcement and regulatory matters within the health care industry. His clients have included hospitals, managed care plans, pharmacy and dental benefit managers, pharmaceutical and device manufacturers and community-based providers of care to individuals with mental illness and developmental disabilities.

Brett has particular experience counseling both payer and provider clients in responding to the transition to accountable care and value-based payment, including the development of provider risk-bearing organizations, Accountable Care Organizations (“ACOs”), independent practice associations (“IPAs”), and other integrated delivery networks.  Brett also routinely advises clients in the course of government investigations, audits, and self-disclosures concerning potential violations of Medicare and Medicaid regulatory authorities and health care fraud and abuse laws. In addition, Brett’s transactional experience includes advising private equity, for-profit and tax-exempt clients regarding health care due diligence, regulatory and reimbursement issues.