This post is the first in our three-part series, Gearing Up for HTLH USA 2025, where our team of attorneys will share insights on intellectual property, equity, and exit strategies and how these issues intersect in the transactional context.
Physicians are driving much of today’s health innovation. From new devices and digital tools to
Later this month, members our Healthcare group will be presenting at the HLTH USA 2025 conference in Las Vegas. We have the 8 a.m. session on Tuesday, October 21, 2025, titled “Clinic to Cap Table: IP, Equity, and the Path to Exit,” where we will talk about how to turn clinical insight into
Since the 2022 overhaul of Colorado’s restrictive covenant statute, C.R.S. § 8-2-113, the Colorado legislature has made ongoing amendments to the law which continue the trend of limiting the effectiveness of restrictive covenants in the state. Most recently, the 2025 General Assembly took aim at the provisions of the statute regarding restrictive covenants’ applicability to select healthcare providers as well as buyers and sellers of a business.
Taxpayers may encounter a variety of challenges as the IRS is facing one of its smallest (and least experienced) workforces since the 1970s. Continuing the theme of our previous article authored by Robert Romashko, the following discussion highlights some specific tax diligence areas of concern in the healthcare space. The problems of a very outdated IT system still exist – the IRS still uses fax machines in communications with taxpayers.
Last fall, private equity and hedge fund investors were given a reprieve from the prospect of increased oversight of healthcare transactions when California Governor Gavin Newsom unexpectedly vetoed Assembly Bill 3129 (AB 3129). That bill would have required review and approval by the California Attorney General of certain healthcare transactions involving private equity groups and hedge funds and imposed limitations on contractual relationships between investors and healthcare providers. On February 12, 2025, Senator Christopher Cabaldon (D-Sacramento) introduced Senate Bill 351 (SB 351), which revives aspects of AB 3129 relating to relationships between private equity groups and hedge funds and physician and dental practices, reinforcing California’s existing corporate practice of medicine and corporate practice of dentistry bars.
On November 15, 2024, the California Board of Pharmacy issued a public notice of its intent to modify Cal. Code Regs. tit. 16 § 1708.2, which governs the discontinuation of pharmacy businesses in California. The regulation currently states:
“Any permit holder shall contact the board prior to transferring or selling any dangerous drugs, devices or
On August 31, the last day of its 2024 Legislative Session, the California Legislature approved Assembly Bill 3129 (Wood), which provides for notification to and review by the Attorney General of health care transactions involving private equity groups and hedge funds. This bill has been subject to intense lobbying, and its scope changed significantly in the month leading up to its passage. Governor Newsom is expected to sign the legislation in September. It is worth a comprehensive look at the final version of the bill, which will have a significant impact on future private equity transactions in California.
Engaging in management and investor conversations about maintaining and growing a business is critical, no matter the industry. Whether you’re discussing normal business sustainability, organic growth, or contemplating a sale, these discussions become more complex when practicing physicians are the business’s revenue generators. These conversations must be handled carefully to comply with the spirit and letter of healthcare’s strict fraud and abuse laws. To ensure these discussions are both productive and compliant, it’s essential to navigate these complex regulations effectively.
Exiting a business, whether you are a serial entrepreneur looking to move on to the next project or a healthcare provider like a physician or therapist who has nurtured your practice for decades, can be difficult. After all, corporate transactions are complex affairs that often hang on small details. That’s to say nothing of the emotions that business owners sometimes experience when stepping away from an enterprise into which they have poured their sweat and passion.
For those in the healthcare industry, the complexities only get tougher to tackle. As one of the most heavily regulated industries, healthcare embodies a level of regulatory risk—from merely annoying to existential—that most businesses don’t have to contemplate, making succession and exit plans hard to develop and harder still to execute.
The plan of a healthcare consulting firm (the “Firm”) to give gift cards to physicians in exchange for referrals to new customers does not violate the Federal Anti-Kickback Statute (the “AKS”), according to an Advisory Opinion from the U.S. Department of Health and Human Services (“HHS”) Office of Inspector General (“OIG”). The Firm provides practice optimization services including data analytics services, electronic health record consulting services, compliance monitoring, and assistance with Merit-Based Incentive Payment System (“MIPS”) performance measures and submissions. Importantly, the Firm does not provide any services, nor does it invest in or own any other entity that provides services, that would be paid for, in whole or in part, directly or indirectly, by a Federal health care program.
Under the proposed plan, the Firm would give current customers $25 gift cards in exchange for recommending its consulting services to other physicians. If the recommendation were successful, the recommender would receive an additional $50 gift card.