Herrick provides full-service transactional representation to an array of health care clients. Herrick’s clients embrace a range of providers, including residential health care facilities such as skilled nursing facilities, assisted living facilities, independent housing, and continuing care retirement communities; home care, including both CHHAs and LHCSAs; hospitals; and physician organizations, among others. This experience extends to for-profit, not-for-profit, faith-based organizations and public benefit corporations. Herrick’s attorneys are also experienced in advising individual physicians, health care executives and management services organizations.

Health Care Transactions

Herrick attorneys are seasoned in providing health care organizations with counseling on a variety of transactions, such as:

  • Mergers and Acquisitions
  • Joint Ventures
  • Affiliations
  • Disaffiliations and Divestitures
  • IPOs

Real estate issues are often key to any transaction, and health care transactions are no different. Herrick’s Real Estate practice group has a deep knowledge in health care representations and regularly represents developers, operators, REITS, investors and lenders in connection with health care transactions, including sale transactions, leasing transactions and sale/leaseback transactions. Herrick also provides zoning and land use advice related to health care activities. 

In addition to representing clients in larger transactions, we represent health care clients in many day-to-day transactions, such as routine contract issues; licensing related to product development; management agreements; organizational structure; corporate governance; and fiduciary standards. 

Herrick’s expertise in not-for-profit organizations augments its health care transactions group by providing additional corporate governance and organizational advice, as well as in connection with not-for-profit formation and seeking Attorney General and Supreme Court approval of not-for-profit transactions.

Tax Considerations

Herrick’s Tax Practice Group provides instrumental advice in health care transactions. The members of the group have experience in obtaining tax exempt status under Section 501 (c)(3) of the Internal Revenue Code and advising on the governance issues associated with Section 501(c)(3) organizations, including structuring executive compensation arrangements and advising on potential conflicts of interest and excess benefit transactions under Section 4958 of the Internal Revenue Code. We have assisted in capital situations by obtaining tax credits and have provided advice on the formation and implementation of foundations for charitable contributions. Our attorneys also have deep experience with and understanding of the taxation rules applicable to the ongoing operation of not-for-profits or charitable organization, including private foundations. We also are integral in health care transactions involving for profit entities providing tax structuring advice.

Health Care Finance and Restructuring

Herrick is skilled in helping health care clients achieve their financial needs and, in advising on access to capital, routinely represents lenders and borrowers in financing transactions for taxable and tax-exempt health care organizations, including revolving lines of credit and term loans, construction loans, bond purchases and underwriting transactions. The firm has also represented health care clients in private equity and venture capital transactions.

When capital is scarce, Herrick’s Restructuring and Finance Litigation practice group steps in, bringing a wealth of knowledge in distressed health care reorganizations and transactions. Herrick’s Restructuring and Finance Litigation team has experience providing advice in health care receiverships and other state-mandated oversight relationships, as well as in all aspects of bankruptcy representation, including but not limited to representation of:

  • Acquirors of Provider Assets through Sales under Section 363 of the Bankruptcy Code
  • Lenders in Debtor-In-Possession financing
  • Health Care Providers in Preparing for and Filing Bankruptcy
  • Official Committees of Unsecured Creditors in Health Care Bankruptcies
  • Patient Care Ombudsmen in Health Care Bankruptcies

Health Care Litigation

Herrick is experienced in representing hospitals and other health care facilities in claims and investigations including those involving alleged fraud and regulatory violations, commercial and tort claims and employment (including wage and hour) disputes. The team includes former prosecutors and other former government regulatory officials who provide practical and efficient resolution.