We serve the antitrust needs of our clients through an experienced health care competition team that combines antitrust counseling and litigation experience of our health industry and commercial litigation practices.
Antitrust laws have substantial impact on critical decisions concerning affiliations, mergers and provider alignment initiatives. Our antitrust and competition team advises hospitals, health systems, academic medical centers, physician groups, IPAs, PHOs and other health care provider groups on affiliations, mergers and provider alignment initiatives as well as managed care contracting, data and information exchange, group purchasing and population health management strategies.
Our antitrust and competition services include:
- Strategic evaluations of affiliation, merger and joint venture opportunities
- Hart-Scott-Rodino Act (premerger notification) compliance
- Defense of Federal Trade Commission, U.S. Department of Justice and state attorney general investigations and lawsuits
- Clinical integration strategies
- Managed care contracting strategies
- Structuring and operation of “messenger model” networks
- Exclusive contracts
- Robinson-Patman Act compliance and “own use” restrictions
- Professional staff credentialing and peer review policies
- Economic credentialing
- Defense of litigation challenging adverse professional staff actions
- Analysis of market position and compliance issues for large health systems
- Litigation (both challenging and defending) alleged anticompetitive conduct by health care providers
The following is a sample of our representative matters:
Mergers, Acquisitions and Affiliations
- Representation of both parties in a state attorney general investigation of the combination of two large Northeastern health systems. The investigation was closed without challenge.
- Representation in Federal Trade Commission and state attorney general investigations of the acquisition of a community hospital by a well-known integrated delivery system in the Eastern U.S. Both investigations were closed without challenge.
- Representation in the merger of two prominent suburban hospital organizations serving a major Midwestern metropolitan area.
- Representation in a Federal Trade Commission investigation of a 200-bed suburban hospital’s merger with a prominent health system competitor in a large Midwestern city. The investigation was closed without challenge.
- Defense of a nine-month FTC investigation relating to the sale of a large Southwestern health system’s acute care assets to an in-market competitor. The investigation concluded without challenge.
- Representation of a major multi-hospital health system in the Eastern U.S. in a 10-month investigation by the Federal Trade Commission and the state attorney general, relating to the acquisition of an in-market competitor. The investigations concluded pursuant to a negotiated consent agreement with the attorney general and without challenge from the FTC.
Counseling and Litigation
- Assessment of a major health system’s exposure to antitrust claims and a variety of business tort claims stemming from business strategies adopted by the system, which prompted threats of litigation by a competitor.
- Ongoing advice to integrated and non-integrated provider network organizations, including the clinically integrated network of a major Southeastern academic medical center, a variety of PHOs and a pediatric IPA.
- Representation of two of the 21 hospital co-defendants in litigation challenging the use of “most favored nation” clauses by Michigan Blue Cross in its hospital contracts (City of Pontiac v. Blue Cross and Blue Shield of Michigan). The suit was dismissed with prejudice upon motions filed by the defendants.
- Advised a major academic medical center on the formation of a clinically integrated network involving its faculty and community-based physicians.
- Preparation of a comprehensive antitrust audit for a large multi-facility health care system, examining the potential risks of various business strategies for the system in light of its potential market power in different geographic and product markets, as well as the implications of various business strategies that might increase market share.
- Representation of a large health care system in a DOJ investigation of marketing practices.