Douglas B. Swill

Health Care Transactions and Deals

Doug facilitates complex transactions involving both for-profit and not-for-profit companies, including private equity investment in provider entities. As part of his merger and acquisitions and joint venture work, Doug advised on two of the larger health system combinations in the country as well as scores of other health system and provider entity strategic transactions. He also has advised primary and specialty care medical groups and other health care companies in their pursuit of platform and tuck-in transactions with private equity backed management service companies. 

Further, Doug advised a major public university in its affiliation with a large not-for-profit health system in establishing the world’s first engineering-based college of medicine. He is also a leader in both innovative and traditional laboratory and laboratory management transactions.

Health Systems and Medical Groups

Doug represents hospital systems and medical groups in negotiations to buy and sell physician practices, including advising on corporate structuring for physician integration and physician compensation arrangements, such as production-based and value-based methodologies. He is experienced in organizing and implementing integrated medical groups, establishing governance structures, consolidating physician groups, and creating physician management organizations.

A Multitude of Skillsets and Experience

In addition to his transactional work, Doug regularly counsels clients, whether in connection with a strategic transaction or on an independent basis, on:

• Stark and anti-kickback laws
• Affordable Care Act
• Physician and other clinical integration strategies
• Medicare and Medicaid reimbursement issues and audits
• Overpayment issues
• Compliance programs
• Voluntary disclosures
• Due diligence reviews
• Complex contracts

Representative Experience

Health System and Hospital Experience

• Representation of a Catholic health care system in Mississippi in its affiliation with a Louisiana Catholic health care system
• Representation of a large Northwest community-based health care system in its acquisition of a for-profit national hospital chain regional system co-owned with individual physicians
• Representation of the largest nonprofit health system in the Midwest in its affiliation with another large Midwest health system to create the 10th largest nonprofit health system in the United States
• Representation of a public university in its affiliation with a regional health system to create the world’s first engineering-based college of medicine
• Representation of a large New Jersey health system in its affiliation with another leading New Jersey health system to create one of New Jersey’s largest integrated health networks
• Representation of a Catholic-based health system in its acquisition of a community hospital in Virginia
• Representation of a community-based hospital in a merger with a suburban Chicago health system
• Representation of a Michigan health system in a new joint venture health system with a publicly traded health care company
• Representation of a community-based hospital in the merger into a larger suburban Chicago health system
• Representation of a New York community hospital in the sale of substantially all of its assets to a New York academic medical center
• Representation of a pediatric medical center for ten years as outside general counsel
• Representation of an Ohio-based health care system in an affiliation of three hospitals
• Representation of a multi-state Catholic health care system in acquisition due diligence of eight hospitals
• Representation of a multi-state Catholic health care system in the sale of a New Jersey hospital to a municipality and long-term care facility to a for-profit company
• Representation of a pediatric hospital in compliance-related matters
• Representation of a Florida multi-hospital system in the establishment of a management services organization to assist in physician integration activities
• Representation of a Catholic health care system in a joint venture with a community-based health system to establish a new joint ventured community hospital in Virginia

Health System and Hospital/Physician Experience

• Representation of several hospital systems in multiple states in purchases and divestitures of physician practices, including advice on corporate structuring for physician integration and physician compensation methodologies
• Representation of a community-based hospital system in organizing and implementing an integrated physician organization with a physician governing council

Health System and Hospital/Lab Experience

• Representation of a Virginia health system in the sale of its clinical reference lab to LabCorp
• Representation of two large Midwest health systems’ lab joint venture in whole lab system management arrangement with private equity back laboratory management firm

Medical Group and Veterinary Group Experience

• Representation of a large medical group in its acquisition by a private equity group
• Representation of a large veterinary group in its acquisition by a private equity group
• Representation of a single specialty physician group upon consolidation of five physician specialty groups
• Representation of a chain of pediatric urgent care centers as regulatory counsel in the sale to a private equity company
• Representation of a national retail vein center’s management company and related medical groups as regulatory counsel in the sale to a private equity company as well as providing full array of legal support for this national retail company
• Representation of a national retailer in a regulatory review of optometry and pharmacy operations
• Representation of many individual physicians in their employment with medical groups
• Representation of medical groups in connection with professional services agreements and co-management agreements with health systems
• Representation of several medical groups as “tuck-in” practice acquisitions for private equity backed transactions with “platform” practices

Senior Living Experience

• Representation of a Midwest academic medical center in a strategic alliance for post-acute patient relationships with multiple skilled nursing facilities
• Representation of two Catholic assisted living facilities located in Mid-Atlantic states in a strategic transaction process
• Representation of a suburban Chicagoland health system in contractual affiliations with skilled nursing facilities to address clinical and financial integration initiatives

Higher Education and Museum Experience

• Representation of a major Midwest public university in academic health center matters involving medical school, veterinary college and medical center as relates to operational and financial related issues
• Representation of major Chicago museum in all legal matters including governance and tax-exemption, vendor relationships, and research related matters
• Representation of a major mid-Atlantic private university in its affiliation with a major Southeastern based health system
• Representation of a major Midwest based private university including its medical school in its academic funding relationship with a major Midwest nonprofit health system

Prior to joining the firm in 1993, he practiced in the Office of the State’s Attorney’s federal litigation and hospitals departments in Chicago. In that capacity, Doug represented Cook County Hospital in general counsel matters and Cook County officials in federal litigation matters that included oral arguments before the U.S. Court of Appeals for the Seventh Circuit.

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