Healthcare Antitrust

Competition in Transactions and Consolidation

Antitrust and competition concerns sit at the center of many of the group’s transactions. Benesch’s Healthcare team regularly serves as healthcare regulatory counsel in acquisitions, recapitalizations and joint ventures involving health systems, skilled nursing and senior living portfolios, home health and hospice platforms, dental and physician practice roll-ups, behavioral health organizations, pharmacies and health care technology companies. These deals often involve private equity sponsors, REIT and HUD financing, or complex capital stacks. In each matter, we pair regulatory due diligence with market competition analysis and strategic advice on deal structure, governance and post-closing integration.

Networks, Value-Based Care and Managed Care

The team also handles competition issues that arise outside traditional M&A. We have deep experience with value-based and risk arrangements, including accountable care organizations, clinically integrated networks, provider-sponsored health plans, Medicare Advantage structures and other shared savings and shared risk programs. Our lawyers negotiate and draft value-based contracts between payors and providers, structure co-management and quality incentive arrangements, and design bundled and capitated payment models. We counsel nephrology and other physician practices, dialysis and vascular access joint ventures, long-term and post-acute providers, and “whole person” senior care organizations on how network design, referral patterns, incentives and information-sharing align with antitrust and competition requirements.

Regulatory Approvals, Market Entry and Advocacy

Market competition also plays a role in regulatory approvals that control who can enter or grow in a given area. Our Healthcare attorneys represent hospitals, health systems, ambulatory surgery centers, behavioral health providers, dialysis and vascular access centers, cancer centers and other facilities in securing Certificates of Need, exemptions and related approvals across multiple states. These matters often involve questions of capacity, service duplication and community need, which we evaluate alongside antitrust and market dynamics. Drawing on our work with industry leaders, trade associations and professional societies, we help clients anticipate how policy shifts, reimbursement changes and enforcement trends may affect consolidation strategies and collaborative care models, and we coordinate responses when antitrust concerns overlap with investigations, audits or other regulatory actions.

Grounded in broad transactional and regulatory experience across the health care sector, we help clients pursue growth, integration and innovation while managing the antitrust risks that come with them.

Our Work in Action – Representative Examples

• Represented Summa Health in its sale to HatCo, one of the most significant health system transactions in Ohio in recent years and among the first major sales of a nonprofit health system to a private equity affiliate.
• Represented one of the nation’s largest radiology groups in its acquisition of and partnership with multiple physician radiology practices across the U.S., supporting significant platform expansion and multi-market integration.*
• Represented multiple physician groups in obtaining Certificates of Need to establish new ambulatory surgical facilities in Illinois, advancing market entry and increasing competition in key local service areas.
• Represented a private equity–backed medical contract manufacturer in the add-on acquisition of an orthopedic implant manufacturer, supporting vertical integration and expansion in a competitive device market.
• Represented a national ASC development and management company in a series of acquisitions, dispositions and joint ventures, including regulatory diligence and market competition evaluation.
• Represented the purchaser in acquiring two skilled nursing facilities in Wisconsin and securing subsequent HUD 232(f) financing, enabling strategic expansion in a regulated regional market.
• Represented a private equity firm in its acquisition of a dental services organization and related multi-jurisdictional practice acquisitions, supporting the build-out of a nationwide DSO platform.
• Represented a private equity–backed partner-focused DSO in a strategic growth investment designed to accelerate regional consolidation and practice platform expansion.*
• Represented a large hospital system in Louisiana in the $80 million sale of its outreach business to a publicly traded laboratory company, reshaping competitive dynamics in the region’s diagnostic services market.*
• Represented General Atlantic Partners in health care transaction and regulatory matters related to its acquisition of Multiplan Inc., a major player in the national managed care and provider network space.

*Matter completed prior to joining Benesch.