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Tom A. Knapp wrote “What Makes Healthcare M&A Different”

Wednesday, February 25th, 2026

Healthcare M&A comes with unique legal and regulatory risks. Learn what makes these deals different and how experienced counsel can add value early.

Tom A. Knapp

 
Mergers and acquisitions (“M&A”) occur in every industry, but healthcare M&A stands apart. Whether you’re a private equity group acquiring physician practices, a strategic buyer expanding your footprint, or a healthcare provider exploring a sale, these deals involve a unique mix of legal, regulatory, and operational complexities. Understanding healthcare nuances early in the process can mean the difference between a smooth closing and costly delays.

Unlike typical corporate transactions, healthcare M&A is shaped by a dense regulatory environment. Federal laws like the Stark Law, the Anti-Kickback Statute, and HIPAA can all influence how deals are structured and how providers are compensated after closing. These rules are not just background noise – they directly impact deal timelines, valuation, and long-term compliance. Even well-negotiated agreements can run into trouble if these issues are overlooked.

Due diligence in the healthcare space goes beyond financials. Buyers need to review everything from provider licensing and payor contracts to reimbursement practices and audit history. If a seller bills Medicare or Medicaid, it’s essential to confirm not only how revenue is generated but whether it’s being collected and remitted compliantly. Overlooking these risks can expose buyers to enforcement actions or repayment obligations post-closing.

Beyond the legal and financial aspects, healthcare deals involve people – patients, providers, and referral networks. Integration requires careful planning, particularly when continuity of care or provider retention is critical to maintaining value. These human and reputational factors add another layer of complexity that’s often underestimated.

Healthcare M&A is a highly specialized area where traditional deal instincts only go so far. Having experienced healthcare counsel involved early can help both buyers and sellers navigate regulatory risks, structure the deal correctly, and move forward with confidence.

Tom A. Knapp is a healthcare M&A attorney at Brown & Fortunato, P.C., advising private equity firms, healthcare providers, strategic buyers and sellers on the legal and regulatory issues that define the healthcare deal space.