Strategic Healthcare Delivery and Investment


Our Strategic Healthcare team assists providers across the care continuum in navigating the shifting regulatory and reimbursement landscape as the healthcare system transitions toward value-based care. We also help our clients evaluate and execute strategies that position them for success in a consolidating market with pressure from payors and industry disruptors.

We advise a broad range of clients, from fully integrated national health systems with affiliated health plans to community hospitals, clinically integrated networks (CINs), accountable care organizations (ACOs), physician groups, ancillary providers, private equity and investors, and life sciences/technology companies, on alternative delivery and payment arrangements. Our team helps clients stay abreast of industry trends and changing policies, which have sustained an accelerated pace in this era of COVID-19 and economic change.

Provider counsel includes:

  • Emerging care models and reimbursement. We help clients stay informed regarding requirements and changes under Medicare and Medicaid value-based models, including the Centers for Medicare & Medicaid Services (CMS) Quality Payment Program, Medicare Shared Savings Program and Center for Medicare and Medicaid Innovation (CMMI) service delivery and payment models. We also work with clients to structure agreements and policies for participation in government and private payor value-based contracts.
  • Full-spectrum regulatory counsel. Our team is experienced in structuring value-based arrangements within the traditional legal framework and can assist with fitting the square peg of novel arrangements into the round hole of outdated regulations. We also stay abreast of regulatory developments impacting value-based strategies, including the Department of Health and Human Services’ Regulatory Sprint to Coordinated Care and changes to the Health Insurance Portability and Accountability Act (HIPAA), 42 CFR Part 2, the federal physician self-referral law (Stark), the Anti-Kickback Statute (AKS), the Civil Monetary Penalties law and prohibitions on beneficiary inducements, state corporate practice of medicine, fee-splitting and fraud and abuse laws, insurance regulation of risk-bearing organizations, credentialing and accreditation requirements, Medicare and Medicaid participation and payment conditions, licensure, requirements of tax-exempt organizations, and antitrust laws.
  • Strategic alignments and contracting. We assist clients in creating care delivery and contracting networks as platforms for value-based activities, including CINs, direct contracting networks, ACOs and agreements with episode-based payment participants and conveners. We advise clients on structuring “value-based enterprises” with “value-based participants” to perform “value-based activities” for “target patient populations” under the new Stark and AKS value-based rules. We work with clients to structure clinical co-management, gainsharing, employment and professional services arrangements and agreements focused on care coordination and quality outcomes. We also help clients structure supporting arrangements with healthcare technology, medical device and other life sciences companies. Our team has led large-scale mergers, acquisitions and strategic affiliations of health plans, integrated delivery systems and skilled nursing facilities across the country.
  • Virtual, telehealth and site-of-service strategies. We assist clients in implementing care delivery strategies that align with legislative and policy changes impacting reimbursement for care delivery, including the shift to site-neutral payments, price transparency and the phase-out of the Medicare Inpatient Only List. Before and during the COVID-19 pandemic, we have assisted clients with the transition to telehealth, remote patient monitoring and hospital-at-home services. 
  • Payor and provider contracting. Our team has experience on both sides of the table in negotiating provider/payor agreements, including shared savings/losses, bundles, care coordination and other incentive payments, and capitated payments. Additionally, we have assisted clients in establishing agreements for sophisticated new care models that provide plan enrollees/patients with fully integrated healthcare experiences that advance patient care. Our team members have significant experience in operating and contracting with Medicare Advantage organizations.
  • Integration of behavioral health. Our team assists clients in integrating behavioral health into primary and acute care delivery and reimbursement to improve patient outcomes and experiences and decrease the cost of care.
  • Harnessing data insights and healthcare technology. In collaboration with our healthcare privacy and compliance and healthcare technology teams, we assist clients in using and sharing data insights to optimize healthcare quality and cost outcomes in compliance with federal and state laws focused on data privacy and security, interoperability, information blocking and data ownership.


Mergers and acquisitions

  • Lead counsel for a joint venture investment in a national platform company offering advanced patient-at-home services, including agreements for the implementation of hospital-at-home services.
  • Lead counsel for a $500 million affiliation between a charitable 501(c)(3) nonprofit health plan and its integrated healthcare system and a university hospital system. Provided legal and strategic advice to executive leadership and the board of directors regarding the affiliation, negotiated the terms of the affiliation, and drafted transaction agreements (including a healthcare services agreement and a related long-term financial arrangement and a clinical integration model and a related care management agreement).
  • Lead counsel for a $1 billion affiliation agreement between an integrated healthcare system and a charitable 501(c)(3) nonprofit provider for the delivery of healthcare services to patients with autism. Advised regional leadership regarding the terms of a value-based financial arrangement and care delivery improvements and drafted and negotiated deal terms.
  • Lead counsel for the $30 million sale of the operating division, including the intellectual property, data assets and employees, of a 501(c)(6) nonprofit trade association otherwise dedicated to improving healthcare outcomes using information and technology. Served as bridge in-house general counsel and advised executive leadership and the board of directors regarding the auction process and deal structure, drafted acquisition documents (including acquisition, data license and transition services agreements) and negotiated deal terms.

Value-based affiliations and activities

  • Represent a multicampus health system in the development of a direct-to-employer provider network, centers of excellence and related contracting strategies, including structuring agreements with self-insured plans, third-party administrators, credentials verification organizations and independent providers.
  • Represent a national addiction treatment provider in a strategic affiliation with an academic medical center focused on treatment across the care continuum, research and community outreach.
  • Advise hospital systems in evaluating decisions concerning participation in CMS and CMMI alternative payment models and value-based programs, including participation and reporting under the CMS Quality Payment Program.
  • Assist a community hospital in the development of a CIN of providers, including evaluation of its corporate structure and regulatory issues and the preparation of governance documents, participation agreements, and CIN policies and procedures.
  • Represent a large multiemployer coalition of 50+ major private-sector corporations in data use, medical and pharmacy contracting strategies to transform and improve the purchase of healthcare through the members’ self-insured health plans representing over 7 million covered lives and $27 billion in annual healthcare spending.
  • Represent a health system in the development of ambulatory surgery center joint ventures with physicians focused on total joint replacement surgeries and value-based contracting strategies.
  • Represent a multicampus health system in physician alignment transactions and contracting, including structuring value-based compensation models incorporating quality metrics, gainsharing and shared savings.



Key Contacts