Organized into four parts, Health Care Mergers and Acquisitions Answer Book, includes practical advice, in a question-and-answer format, on how to address the various industry-specific issues that arise in health care acquisitions:
- Part I: Structuring Health Care M&A Transactions focuses on the legal and practical areas that can have an impact on the structure of a health care M&A transaction, including provisions relating to purchase price, as well as regulatory, antitrust, financing, and tax and accounting considerations.
- Part II: Due Diligence discusses how to conduct diligence in health care transactions, including with regard to the regulatory and compliance issues, such as compliance with the federal and state health care fraud and abuse laws, Medicare and Medicaid rules, HIPAA and other health care regulations. Other topics discussed include intellectual property rights, material contracts, and product liability and medical malpractice claims.
- Part III: Transaction Documentation analyzes the principal elements of a purchase agreement for a health care transaction, including industry-specific representations and warranties, pre- and post-closing covenants, closing conditions, and indemnification provisions typically found in health care acquisition agreements.
- Part IV: Special Topics covers special issues arising in acquisitions of U.S. companies by non-U.S. buyers, as well as an overview of health care M&A transactions in France, Germany, England, Russia, and Canada.
Edited by Andrew Bab and Kevin Rinker at Debevoise & Plimpton, Health Care Mergers and Acquisitions Answer Book analyzes recent health care transactions, and provides practice tips on how to avoid common pitfalls that can arise in this area. It covers dealmaking involving pharmaceutical and biotech companies, hospitals, health insurers and private equity and financial services firms investing in the health care sector. In addition to transactions involving outright acquisitions of health care companies, the book reviews alternative structures used in health care M&A transactions, such as joint ventures, strategic alliances, product and portfolio acquisitions, option transactions, and licensing and collaboration agreements.