Summary: Our healthcare team successfully represented the seller parties in a large cardiology practice's sale to a physician-led organization backed by multiple private equity sponsors. The sophisticated transaction featured complex F reorganization structuring and comprehensive buy-side insurance coverage eliminating seller indemnity obligations.
The Challenge: Our client needed to execute the sale of a large cardiology practice to a private equity platform in a highly complex transaction requiring extensive restructuring. The deal demanded coordination across multiple legal disciplines including healthcare regulatory compliance, tax optimization, real estate matters, related party arrangements, labor and employment transitions, and employee benefits restructuring. The transaction required sophisticated risk allocation through representations and warranties insurance while ensuring seamless operational continuity for the medical practice.
Our Strategy: We assembled a multidisciplinary legal team to address every aspect of this complex healthcare transaction. Our approach involved conducting extensive due diligence across healthcare regulatory, tax, real estate, and employment matters while structuring an F reorganization with comprehensive equity rollover components. We negotiated buy-side representations and warranties insurance to eliminate seller indemnity obligations, amended and restated physician employment agreements, crafted employee retention bonuses, and developed a profits interest unit structure for new partner physicians. Our tax team coordinated holding company formation and strategic tax elections throughout the reorganization process.
The Result: We successfully closed this sophisticated healthcare transaction valued in excess of $100 million, delivering optimal outcomes for our cardiology practice clients. The comprehensive structuring achieved the sellers' exit objectives while eliminating ongoing indemnity exposure through strategic insurance placement. Our coordinated approach across multiple practice areas ensured seamless physician and employee transitions, preserved practice operations, and created value-enhancing equity participation opportunities for continuing physicians. The transaction demonstrates our ability to execute complex healthcare private equity deals while protecting seller interests and facilitating operational continuity.
