Our Healthcare and Finance attorneys working together have helped a diverse range of healthcare industry clients raise billions of dollars to facilitate their business objectives.
We assist for-profit healthcare entities in connection with equity and debt financing, including private placements and public offerings, and routinely represent healthcare entities as borrowers in bank financings. We handle healthcare tax-exempt bond financing and refinancing transactions as bond, issuer, underwriter, and hospital counsel. We also participate in taxable debt transactions as lead counsel, interpreting bond covenants and drafting and negotiating Letters of Credit and other credit enhancement devices.
Jackson Walker attorneys also represent banks and other lenders in various healthcare financing and loan transactions–particularly those involving healthcare assets as collateral, such as Medicare, other governmental program reimbursement accounts, income streams, and receivables that cannot be directly assigned.
While many firms prefer to focus on either borrower or lender representation, our Healthcare and Finance attorneys believe that representing both sides of the table provides an advantage to our clients. Because we work extensively with lenders, we offer greater insight to borrowers looking to develop effective financing strategies. Conversely, our attorneys understand the impact of healthcare statutes and regulations on health facility financing transactions, the collateral that can be provided and how security interests can be granted and perfected therein, and how parties can take over, operate, or sell a distressed healthcare facility.
For-Profit and Nonprofit Financing
The rapid growth of for-profit healthcare systems together with shrinking margins, demands creative solutions to the difficult issues our clients face, including the complex issues that can arise between senior and subordinated or mezzanine lenders common to for-profit healthcare arrangements. Healthcare entities need a capital structure that allows for the implementation of strategic initiatives as well as the ability to nimbly respond to the changing risks in this highly-regulated industry. Through our many years of experience in complex financing, we have the background and ability to understand these issues and negotiate intercreditor arrangements that protect client interests on either side of the table.
We also assist healthcare industry clients with securing and maintaining tax-exempt and nonprofit status, reporting unrelated business income, and understanding the tax implications of mergers, acquisitions, and joint ventures. We have significant experience in federal, state, and local tax matters affecting healthcare, including the financing of tax-exempt organizations, tax compliance, tax controversy, and tax litigation cases. We offer a broad range of resources and experience to help tax-exempt and nonprofit clients raise capital in a manner most favorable to the entity.
Clients We Serve
We facilitate finance arrangements not only for hospitals and healthcare systems, but also physician clinics and medical practices of all sizes, medical management companies and service organizations, and specialty providers including fertility clinics, cancer care centers, and therapy providers. We work closely with our Real Estate practice group on the unique real estate finance issues that arise for healthcare clients, most notably those related to Medical Office Buildings, as well as stand-alone emergency facilities and ambulatory surgery centers. Senior Care facilities are growing significantly, with unique financing needs throughout the growth cycle. Regardless what type of healthcare asset is being financed, we assist in identifying, minimizing, and, when appropriate, disclosing the risks brought about by the rapidly changing and increasingly complex healthcare funding and financing structures and regulatory regimes
From the acquisition of real estate to construction of a specialized facility, through the capital needed to fund operations, to the ultimate merger, acquisition, or disposition of the asset, Jackson Walker’s Real Estate, Healthcare, and Corporate & Securities practice groups work together seamlessly to provide and facilitate creative, effective, and successful financing alternatives at every stage.
- Represented and advised lenders in numerous workouts and foreclosures involving MOBs, standalone emergency centers, and full-service hospitals.
- Represented lenders in a variety of healthcare loan situations including skilled nursing facilities, assisted living centers in transactions that involved both private pay and governmental pay borrowers and often involved complex borrower structures separating “ownership” and “operating” components of the Borrower entities.
- Assisted in representation of lenders in healthcare loan transactions, particularly those involving healthcare assets as collateral (such as Medicare and other governmental program reimbursement/accounts receivables that cannot be directly assigned like other income streams/receivables) and assist such lenders in protecting their interests in such collateral to the extent permitted by current law.
- Assist clients in navigating healthcare regulations that affect distressed healthcare providers in workouts and bankruptcy situations
- Oversee private placements and public offerings
- Structure open market tenders
- Draft and negotiate master trust indenture amendments, lines of credit, and revolving loan agreements
- Publicly underwritten transactions
- Open market tenders
- Master trust indenture amendments and restructurings
- Covenant analysis
- Participate in refinancing transactions as bond, issuer, underwriter, and hospital counsel
- Draft and negotiate Letters of Credit and other credit enhancement devices
- Represent healthcare entities as borrowers in bank financings
- Assist lenders in protecting their interests in loans involving healthcare assets as collateral
- Provide guidance on complex borrower structures that must separate “ownership” and “operating” components of borrower entities
- Due diligence associated with healthcare finance transactions
- Direct placements with lending institutions
- Liquidity and letter of credit products
- Swap transactions
- Lines of credit and revolving loan agreements
- Facilitate healthcare tax exempt bond financing
- Render advice and guidance regarding taxable debt transactions as lead counsel,
- Provide legally sound interpretation and analysis of bond covenants
- Provide counsel regarding taxable and tax-exempt lease financing
- Taxable and tax-exempt lease financing