Selling Out To Hospitals Or Companies: Still Makes Sense?

Event Information
Product Format
Prerecorded Event
60 minutes
Product Description

Business and Legal Issues in Physician Practice Sell Outs


Although not as frenzied as it was in prior years, there is still a healthy number of physician practices being bought out by hospitals and national companies. Surviving under the ACA and ACOs encourages affiliation and integration, and many physicians no longer desire the headaches and other problems associated with independence. But with political, economic and other changes looming in the near future, does it still make sense to sell out? Both business and legal issues must be carefully considered before going forward.

Sellers also need to be wary of questionable deal structures. For example, an arrangement may give management control to a buyer right away but provide for an installment purchase over time or may propose an inflated or deflated value that will not hold up under appraisal.

This audio session by expert speaker, Wayne J. Miller, Esq., will consider both sides of a potential deal and address issues such as how practices are valued; possible legal restrictions in lay company ownership of a practice; post-closing issues like ongoing physician employment, compensation and equity opportunities; avoiding regulatory traps, such as fraud and abuse and Stark law violations; and possible “outs” if the arrangement doesn’t work out or raises legal concerns.

Session Highlights:

  • Practice Fair Market Valuation: how is worth determined?
  • Possible legal restrictions in lay company ownership of a practice
  • Pros and cons of different arrangements: stock or asset purchase, co-management, MSO
  • Understanding post-closing issues such as ongoing physician employment, compensation and equity opportunities.
  • Evaluating compensation components and methodologies
  • Lessons from the trenches: deals that may be problematic
  • Critical contract points: payment, representations, business covenants, etc.
  • Can the deal meet fraud and abuse and Stark Law scrutiny?
  • Role of due diligence and unwinding provisions
  • Identifying questionable motives of the acquirer?

Session Snapshot:

  • Reasons for continuing physician practice buy outs
  • Traditional and non-traditional deal types
  • Components of a basic deal
  • Regulatory constraints
  • FMV, Fraud & Abuse, Stark Law issues
  • Compensation, post deal and due diligence
  • Self-referral hurdles
  • Group practice issues
  • FMV in acquisition deals
  • Compensation under Stark
  • Tax exemption considerations
  • Applicable standards
  • Valuation resources
  • Focus on “out” clauses

Who should attend?

  • Hospital management
  • Physicians
  • Physician groups
  • Physician office management
  • Health care consultants

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About Our Speaker

Wayne J. Miller - Healthcare Compliance Expert

Wayne J. Miller, Esq., is a founding partner of the Compliance Law Group, Los Angeles, a law firm focused on health care industry legal compliance for clients nationwide. Wayne has practiced healthcare business and regulatory law throughout his 30-year career. His firm represents a wide range of healthcare industry clients throughout the nation. He is a frequent speaker for The Coding Institute national teleconferences on healthcare reimbursement, transactional and regulatory...   More Info
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