Case Studies

Providing Key Regulatory Advice During the Sale of Veterinary Hospitals

Epstein Becker Green’s client Quad-C Management, Inc. (“Quad-C”), a leading middle-market private equity fund, and JAB Holding, the investment arm of the Reimann family, signed a definitive agreement under which Quad-C sold its stake in Compassion-First Pet Hospitals (“Compassion-First”), a family of well-known and respected specialty, emergency, and general practice veterinary hospitals across the United States, to JAB, based on a total enterprise valuation of $1.215 billion. The deal closed on April 1, 2019.  Epstein Becker Green has been instrumental in Compassion-First’s growth and provided key regulatory advice during Quad-C’s exit.

Epstein Becker Green has represented Quad-C and Compassion-First since Quad-C first acquired the multiple veterinary practices that would become known as “VSNA” (now Compassion-First) approximately five years ago. We provided regulatory advice on the structuring of the new, combined entity for the existing practices and supplied health regulatory support (including diligence and entity structuring advice) on a continuous basis as Compassion-First grew over multiple acquisitions.

This agreement is a clear win for Quad-C, and a deal that highlights what a long-term strategic partnership with Epstein Becker Green can look like. 

For additional details, please see the Business Wire article.

The Epstein Becker Green team included Mark Lutes, Lenny Lipsky, Josh Freemire, Ali Wolf, Paulina Grabczak, Clay Lee, and Elizabeth Scarola.

Epstein Becker Green Represents Health Insurer in Sale of Its Nonmedical Home Care and Private Duty Services Subsidiary

Epstein Becker Green represented Fallon Health in connection with the sale of its subsidiary, Home Staff, to Associated Home Care, an affiliate of Amedisys, for an undisclosed amount. Home Staff provides nonmedical home care and private duty services through home health aides who do not hold professional licenses. Amedisys, one of the nation’s leading home health care and hospice companies, is looking to the Home Staff acquisition to enhance Amedisys’s presence and staffing capabilities in the Massachusetts area.

Epstein Becker Green advised Fallon Health over a fairly lengthy period—stretching from the auction process to closing—on a wide ranges of issues, including the definitive purchase agreement, governance matters, and the execution of the closing itself.

The Epstein Becker Green transaction team consisted of Mark Mosby, Kathy Lofft, Carly Hoinacki, John Barry, Lindsay Borgeson, Michelle Capezza, Jeff Kramer, Cassandra Labbees, Marc Mandelman, Conor Murphy, Steve Ruskin, Susan Gross Sholinsky, Trish Wagner, Pat Wheeler, and Ali Wolf. The Epstein Becker Green investigation team consisted of George Breen, Stuart Gerson, Jon Hoerner, Tom Hutchinson, and Theresa Thompson.

Assisting in the Creation of a New Health Care Delivery and Payment Model

The New York State Department of Health, the New York State Office of Mental Health, and the New York State Office of Alcoholism and Substance Abuse Services have collaborated to support networks of behavioral health care providers in the move to “value-based payment arrangements,” which are a financial incentive framework that rewards health care providers for improved quality, outcomes, and reduced costs. Epstein Becker Green has been providing advice to clients in the health care industry, including in behavioral health, as they experiment with these new health care delivery and payment models.

For example, a nascent network of a dozen behavioral and medical health care providers (also known as a “Behavioral Health Care Collaborative” or “BHCC”) in New York that received a BHCC grant from the above state agencies turned to Epstein Becker Green attorneys in achieving its objectives. Member of the Firm Arthur J. Fried advises the BHCC on legally compliant ways to organize a shared infrastructure and integrated care delivery model in order to improve health outcomes, manage costs, and participate in cutting-edge value-based payment arrangements.

Our attorneys provide strategic advice and oversee all legal services necessary to establish and operationalize the new organization, including establishing its governance and committee structure, membership rights and responsibilities, policies and procedures, compliance activities, funds flow, IT and data management, privacy and security, managed care agreements, and payment methodologies.

Providing the infrastructure for and guidance to the BHCC to succeed as the health care industry experiments with new health care delivery and payment models depended on the Epstein Becker Green team’s skill in navigating uncharted waters. We are pleased to be playing a role in helping our client forge the system of the future—one that integrates care to provide better outcomes for a wider range of constituents at a lower cost.

The Epstein Becker Green team is led by Arthur J. Fried and includes Joseph E. Lynch, Patricia M. Wagner, Alaap B. Shah, Alison M. Wolf, Kevin J. Malone, Elena M. Quattrone, and Gregory R. Mitchell.

Formulating Financing Schemes to Achieve Innovative Improvements in Community Health

Historically, the health care financing system has ignored the impact of what are currently called “social determinants of health” on health outcomes and health care costs in the United States. Now, forward-looking states, such as New York, are urging health care payors, particularly those serving low-income populations, to incorporate community-based social services organizations into their networks. Epstein Becker Green has experience providing comprehensive strategic and legal advice regarding how a collective of organizations traditionally outside the health care system can avail itself of health care (insurance) and other available funds in a legally compliant and effective manner.

For example, our firm is currently representing a diverse group of community-based organizations (“CBOs”) in New York State coalescing to address the social determinants of health care through capacity building and collective action. Using a novel “pathways hub” model, Epstein Becker Green’s client is raising funds and organizing CBOs to design and implement a model for improving community health by identifying the need for, and targeting delivery of, social services that have proven to have a significant impact on health outcomes and can result in dramatic reductions in health care costs.

The Epstein Becker Green team is providing strategic advice and the legal services necessary to establish and operationalize the CBOs’ new collective organizational structure. Specifically, we provide advice and services relating to the CBOs’ corporate, governance, and committee structure, membership rights and responsibilities, policies and procedures, compliance activities, funds flow, IT and data management, privacy and security, managed care agreements, and payment methodologies. Successful navigation of the complex health care regulatory environment is, of course, essential to the client’s ability to achieve its mission.

Epstein Becker Green is also working with the designers of the “pathways hub” model on how the initiative should be organized in other states around the United States. Epstein Becker Green and its clients are trailblazing here—adapting health care organizational structures and devising novel financing schemes to hopefully achieve groundbreaking improvements in community health.

The Epstein Becker Green team is led by Arthur J. Fried and includes Alison M. Wolf and Jonathan Salm.