Earnouts in Healthcare Transactions: Bridging the Valuation Gap, Minimizing Stark and AKS Risk
Structuring Clauses to Protect Buyers and Sellers and Reduce Post-Closing Disputes
Recording of a 90-minute CLE video webinar with Q&A
This CLE webinar will guide healthcare attorneys on earnouts in healthcare transactions. The panel will examine the components of a well-structured earnout and discuss best practices for designing earnouts to minimize disputes. The panel will also address the risks, including potential violation of Stark and the Anti-Kickback Statute (AKS). The panel will offer guidance for structuring earnout provisions.
Outline
- Earnout provisions in healthcare M&A
- Advantages and disadvantages of earnouts
- Considerations
- Components
- Risks
- AKS
- Stark
- Best practices for structuring earnout provisions
Benefits
The panel will review these and other challenging issues:
- What risks should counsel keep in mind when determining whether to use earnout provisions in healthcare deals?
- What post-closing concerns should buyers and sellers anticipate and address during deal negotiations?
- What are best practices counsel should employ when designing earnouts to minimize disputes?
Faculty
Lindsay M. Borgeson
Partner
Kirkland & Ellis
Ms. Borgeson focuses on healthcare regulatory and transactional matters for healthcare investors, lenders, and... | Read More
Ms. Borgeson focuses on healthcare regulatory and transactional matters for healthcare investors, lenders, and providers. She counsels clients on a broad range of healthcare-related matters, including state laws related to licensure and the corporate practice of medicine, federal healthcare fraud and abuse laws such as the Anti-Kickback Statute and the Stark Law, and other related regulatory matters. She also routinely counsels clients on federal privacy matters. She is regularly called upon to advise on large corporate transactions involving healthcare regulatory matters. Such transactions frequently involve strategic acquirers, including private equity funds, and cover a broad spectrum of healthcare services.
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Adria Warren
Partner
Foley & Lardner
Ms. Warren is a healthcare M&A and regulatory lawyer with deep experience advising hospitals, providers, and... | Read More
Ms. Warren is a healthcare M&A and regulatory lawyer with deep experience advising hospitals, providers, and healthcare enterprises on complex transactions, corporate, and regulatory compliance matters. Her experience includes mergers, acquisitions, joint ventures, and other affiliations and strategic transactions; forming provider groups, networks, and alliances; and advising on fraud and abuse and HIPAA compliance, employment, reporting and disclosure requirements, and marketing compliance. Ms. Warren has over two decades of experience and brings a wealth of business and transactional experience to assist clients in the healthcare industry, including providers, private equity, medical device companies, life sciences companies, and healthcare IT companies. In addition, she counsels entrepreneurs and established companies on a wide range of day-to-day legal and business issues from starting-up through going public, including corporate governance issues, securities laws compliance, tax, and employment matters.
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