Health Care Transactions – Presented by American Health Law Association

Schedule time with Raj

This conference on health care transactions is one you won’t want to miss! Join Cascade Partners Managing Director Rajesh Kothari as he teams up with Hames Bowden, Senior Managing Counsel-Development, United Surgical Partners International and Ethan Rii, Ice Miller, for this educational session:

The health care transactions landscape is evolving rapidly, and deal professionals must keep pace. As regulatory complexity collides with shifting business models, structuring successful healthcare transactions requires more than technical knowledge—it demands integrated legal, compliance, financial, and commercial insight.

Health Care Transactions Conference Schedule:

4/13 beginning at 7:30 AM:

Conference check-in and badge pick-up, conference breakfast (included), and welcome and introductions.

See full event schedule here.

4/14 @2:45 PM & 4/15 @ 12:00 PM:

Good, Better, Best: Quality of Earnings (QoE), Quality of Compliance (QoC), and Shareholder Alignment
Aligning Business Intent with Regulatory Reality

QoE vs. QoC: Understanding the Disconnect and Impact on Valuation and Deal Certainty

• QoE normalizes EBITDA and revenue but often assumes compliant operations, missing embedded regulatory risk.
• QoC diligence identifies coding errors, audit exposure, and fraud and abuse risks that can materially affect cash flow.

Drafting for Compliance Risk

• Generic “kitchen-sink” compliance reps are inadequate for healthcare deals.
• Negotiation dynamics differ by side and must be clearly reflected in drafting.

Structuring Indemnities, Escrows, and Survival

• Many regulatory breaches fall outside RWI, requiring tailored indemnities and escrows sized to modeled recoupment and audit cycles.
• Precise drafting must define losses to include mitigation and remediation.
• Effective bankers integrate these structures into pricing using real-time deal examples.

Negotiating Protection While Preserving Certainty

• Liability allocation balances seller exposure limits with buyer protection needs (“your watch/my watch”).
• Aligning investor and provider incentives helps avoid over-leverage, disengagement, and early retirement post-close.

Schedule time with Raj