Greg E. Bloom
Partner/Director
516-393-2273
Corporate/Mergers and Acquisitions
- Overview
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Health Care Corporate Legal Services
Garfunkel Wild advises health care and other businesses on the full spectrum of corporate matters, from initial organization and structuring to ongoing, day-to-day operational and regulatory guidance. Our approach helps clients operate efficiently, stay compliant, and position their organizations for sustainable growth in an evolving regulatory landscape. Along the way, Garfunkel Wild is there to answer the day-to-day legal, strategic, and regulatory questions that may arise.
Garfunkel Wild’s services to clients include:
- Preparing and negotiating partnership, shareholder, and operating agreements
- Business and practice formations, including structural advice relating thereto
- Lending transactions
- Responding to complex regulatory issues
- Preparing all types of commercial contracts, including:
- Employment
- Professional service
- Billing
- Management
- Supplier and vendor contracts
Mergers and Acquisitions in the Health Care Sector
While Garfunkel Wild advises clients on a broad range of mergers and acquisitions, there is a particular focus on the health care sector. Our Mergers and Acquisitions team aims to assure that all risks are identified, and the transaction is timely consummated. Whether representing the buyer or the seller, our motivated team can efficiently handle all issues arising from an acquisition, merger, disposition, integration or affiliation, or a similar transaction, including issues relating to:
- Corporate and regulatory structuring
- General compliance
- Employment
- Real estate
- Tax matters
Garfunkel Wild also assists transaction clients navigate complex regulatory and compliance issues relating to:
- Fraud and abuse
- Billing and coding
- Privacy and data
- Corporate practice of medicine
- False claims
Garfunkel Wild additionally works with private equity to structure platform buyers and efficiently close add-on acquisitions. We advise buyers and sellers with respect to:
- Rollover equity
- Compensation arrangements
- Health care diligence, whether on the seller or reverse diligence on the buyer
- ‘Earn-outs’ and other post-closing payments
- Other structural, tax, and regulatory issues unique to these types of transactions
Nationwide Expertise in Health Care Transactions
Whether the buyer/seller/facilitator is a health system, private equity or venture capital fund, a physician group, or another strategic buyer or partner, or seller, Garfunkel Wild has closed countless transactions of all sizes, and collaborates with all types of professional advisors. Our multi-state presence and close ties with local counsel, when necessary, means our expertise is available nationwide.
Practice Group Contacts
Team
OIG Concerns Persist Amid Workforce Reductions
Significant federal workforce reductions and numerous government-wide programmatic changes headlined the 2025 news cycle. Under that backdrop, the U.S. Department of Health and Human Services, Office of Inspector General fulfilled its annual statutory obligation by releasing its 2025 Top Management and Performance Challenges Report.
New Jersey Mandates Electronic Employee Separation Reporting
Every employee separation in New Jersey, from resignations to layoffs, must now be reported electronically through the Department of Labor’s Employer Access Portal. This means employers must proactively report separations, including terminations, resignations, layoffs, retirements, and other forms of job separation – regardless of whether the employee files for unemployment benefits.
Cap on NJ Ambulatory Care Facility Assessment Lifted
Ambulatory care facilities in New Jersey are currently subject to an annual “assessment” by the Department of Health equal to approximately 3% of gross revenue, not to exceed $350,000 annually per facility. However, the recently enacted Healthcare Finance Enhancement Act reduces the assessment rate to 2.5% but also removes the $350,000 cap starting in Fiscal Year 2026.
Surgical Practices Are Now Subject to NJ Ambulatory Care Facility Assessment
Governor Murphy recently signed the Fiscal Year 2026 Budget into law, simultaneously with numerous other bills, including the “Healthcare Finance Enhancement Act”. The Act subjects surgical practices that are required to become licensed as ASCs to the “ambulatory care facility assessment” starting in Fiscal Year 2026.
NY DOH Publishes Form for Reporting of Material Health Care Transactions
This month, the New York Department of Health (DOH) published a Material Transactions Notice Form for “heath care entities” to report “material transactions” to DOH.
FinCEN Reporting Obligations End for Domestic (US) Entities
Following months of uncertainty surrounding the future of the Corporate Transparency Act's (CTA) beneficial ownership information (BOI) reporting requirements, the U.S. Department of the Treasury, Financial Crimes Enforcement Network (FinCEN) published an interim final rule (Interim Rule) on March 21, 2025 that removes the requirement for U.S. companies and U.S. persons to submit BOI reports to FinCEN under the CTA.
NY DOH Publishes FAQs Regarding Reporting of Health Care Transactions
In March, the New York Department of Health (DOH) published “frequently asked questions” (FAQs) related to the law that requires “health care entities” party to a “material transaction” to report the transaction to the DOH in advance.
CTA Reporting Requirements Partially Suspended
In a surprising new development that comes just days after a temporary ban on the Corporate Transparency Act's (CTA) beneficial ownership information (BOI) reporting requirements was lifted, the U.S. Department of the Treasury (Treasury Department), Financial Crimes Enforcement Network (FinCEN) announced in a March 2nd press release that it will not enforce the BOI reporting requirements against U.S. citizens and domestic reporting companies.
Corporate Transparency Act Reporting Requirements Back in Effect
Following nearly a year of legal challenges, the beneficial ownership information (BOI) reporting requirements under the Corporate Transparency Act (CTA) are once again back in effect, with a current filing deadline of March 21, 2025.
New York Proposes More Scrutiny for Health Care Transactions
On January 21, 2025, New York Governor Kathy Hochul released the proposed FY 2026 New York State Executive Budget, which includes enhanced scrutiny of material transactions involving health care entities.
Appeals Court Reverses Itself and Again Suspends the Corporate Transparency Act’s Reporting Rule
On December 26, 2024, the Fifth Circuit Court of Appeals issued an unsigned order that once again pauses the federal government’s ability to enforce the Corporate Transparency Act (CTA) and its “Reporting Rule.” As we have previously explained, that rule requires the vast majority of privately held entities in the United States to report detailed information about their “beneficial owners” (BOI Report) to the Financial Crimes Enforcement Network. The rule was initially blocked by a Texas federal district court on December 3, 2024, but on December 23, 2024 a three-judge panel of the Fifth Circuit reversed the district court’s ruling and temporarily allowed the CTA and Reporting Rule to move forward. The December 26 order was issued by a different panel of judges, who restored the district court’s ruling while they consider the government’s emergency appeal.
Appeals Court Reinstates the Corporate Transparency Act
On December 23, 2024, the Fifth Circuit Court of Appeals issued an order allowing the federal government to enforce the Corporate Transparency Act (CTA) and its “Reporting Rule.” Under that rule, the vast majority of privately held entities created or registered to do business in the United States (Reporting Companies) must report detailed information about their owners to the Financial Crimes Enforcement Network (FinCEN). The reporting requirement had been paused by a Texas federal district court just under three weeks earlier, on December 3, 2024. The Fifth Circuit ruling reverses the Texas district court’s ruling pending the government’s appeal.
New DOJ Report: Providers Beware
Last week, the U.S. Department of Justice (DOJ) and the U.S. Department of Health and Human Services (HHS) released its annual, jointly authored Health Care Fraud and Abuse Control Program Report (the Report) for Fiscal Year 2023.
Federal Court Enjoins the Corporate Transparency Act
On December 3, 2024, a federal district court in Texas issued a nationwide injunction that prohibits the federal government from enforcing the Corporate Transparency Act (CTA) and the regulation that requires corporate entities registered under state law to report detailed information about ownership.
Breaking News: Federal Court Blocks FTC’s Non-Compete Ban Nationally
A Texas Federal Judge issued a decision blocking the FTC’s proposed ban on non-compete agreements, which was set to go into effect on September 4, 2024. As previously reported, the Texas Federal Court had issued a preliminary injunction limiting the enforceability of the FTC’s non-compete ban for the individual plaintiff in that lawsuit only. The Judge has now expanded that ruling nationally – preventing the FTC non-compete ban from going into effect.
FCMA and HCMA Webinar – FTC Ruling on Employment Non-Compete Clauses
Garfunkel Wild's Salvatore Puccio and Elisabeth Pimentel will present "FTC Ruling on Employment Non-Compete Clauses" at the Fairfield County Medical Association and Hartford County Medical Association's Webinar on Thursday, May 16, 2024.
FTC Bans Non-Competes Across the Nation
On Tuesday, April 23, 2024, the Federal Trade Commission (FTC) promulgated a final rule banning most non-compete agreements, in any industry, and is set to become effective 120 days after its publication in the Federal Register (the “Final Rule”).
Federal District Court Declares Corporate Transparency Act Unconstitutional
On March 1, 2024, the United States District Court for the Northern District of Alabama declared the Corporate Transparency Act (CTA) unconstitutional.
Wolters Kluwer – The Road to Compliance: Understanding the Corporate Transparency Act and FinCEN Beneficial Ownership
Steven R. Antico and J. David Morrissy will break down the Beneficial Ownership Information Reporting Requirements and how the requirements will affect your business.
FinCEN’s Beneficial Ownership Information Reporting Portal is Now Available
On January 1, 2024, the United States Department of Treasury’s Financial Crimes Enforcement Network ("FinCEN") opened its Beneficial Ownership Secure System ("BOSS") portal to the public and began accepting Beneficial Ownership Information Reports ("BOI Reports") from Reporting Companies pursuant to the Corporate Transparency Act (“CTA”).
The Road to Compliance: Understanding the Corporate Transparency Act and FinCEN Beneficial Ownership Reporting Requirements
As of January 1, 2024, many companies in the United States will have to file a Beneficial Ownership Information Report with FinCEN pursuant to the implementing regulations of the Corporate Transparency Act passed in 2021. Join us for an in-depth review of the Corporate Transparency Act.
New Corporate and Entity Ownership Reporting Requirement
Beginning on January 1, 2024, the Corporate Transparency Act (CTA) will require many companies to file a Beneficial Ownership Information (BOI) report with the Financial Crimes Enforcement Network (FinCEN).
Connecticut Signals Increased Scrutiny of Physician Practice Acquisitions
On July 21, 2023, the Executive Director of the Connecticut Office of Health Strategy (“OHS”), sent a letter to Connecticut physicians reminding them of the requirement for certain practice transactions to obtain Certificate of Need (“CON”) approval prior to closing.
New Jersey Permits Entity Conversion and Domestication
On May 8, 2023, New Jersey Governor Phil Murphy signed into law Senate Bill S142 (now P.L.2023, c. 38) (the "Act"), which modifies applicable business filing statutes contained in the New Jersey Business Corporation Act by adding conversion and domestication provisions across all business entity types.
The FTC’s Proposed Ban on Non-Competes – What Does It Mean?
On January 5, 2023, the Federal Trade Commission (“FTC”) announced and released a notice of proposed rulemaking (NPRM) to prohibit employers from entering into non-competes with workers, including independent contractors.
New York Proposes Law To Approve Transactions Involving Physician Practices and MSOs
The New York State Executive Budget for fiscal year 2024 includes a proposed law to review and approve material transactions involving physician practices, Management Services Organizations (MSOs), and other health care entities.
Franchise Regulations in the Context of the MSO Model
Associate, Weston Harty authored the article "Franchise Regulations in the Context of the MSO Model", published in the New York State Bar Association Health Law Journal (2023 - Vol. 28 - No.1).
Merton G. Gollaher Joins Garfunkel Wild’s Health Care & Corporate Groups
Merton G. Gollaher Joins Garfunkel Wild’s Health Care & Corporate Groups
Health Care Corporate Legal Services
Garfunkel Wild advises health care and other businesses on the full spectrum of corporate matters, from initial organization and structuring to ongoing, day-to-day operational and regulatory guidance. Our approach helps clients operate efficiently, stay compliant, and position their organizations for sustainable growth in an evolving regulatory landscape. Along the way, Garfunkel Wild is there to answer the day-to-day legal, strategic, and regulatory questions that may arise.
Garfunkel Wild’s services to clients include:
- Preparing and negotiating partnership, shareholder, and operating agreements
- Business and practice formations, including structural advice relating thereto
- Lending transactions
- Responding to complex regulatory issues
- Preparing all types of commercial contracts, including:
- Employment
- Professional service
- Billing
- Management
- Supplier and vendor contracts
Mergers and Acquisitions in the Health Care Sector
While Garfunkel Wild advises clients on a broad range of mergers and acquisitions, there is a particular focus on the health care sector. Our Mergers and Acquisitions team aims to assure that all risks are identified, and the transaction is timely consummated. Whether representing the buyer or the seller, our motivated team can efficiently handle all issues arising from an acquisition, merger, disposition, integration or affiliation, or a similar transaction, including issues relating to:
- Corporate and regulatory structuring
- General compliance
- Employment
- Real estate
- Tax matters
Garfunkel Wild also assists transaction clients navigate complex regulatory and compliance issues relating to:
- Fraud and abuse
- Billing and coding
- Privacy and data
- Corporate practice of medicine
- False claims
Garfunkel Wild additionally works with private equity to structure platform buyers and efficiently close add-on acquisitions. We advise buyers and sellers with respect to:
- Rollover equity
- Compensation arrangements
- Health care diligence, whether on the seller or reverse diligence on the buyer
- ‘Earn-outs’ and other post-closing payments
- Other structural, tax, and regulatory issues unique to these types of transactions
Nationwide Expertise in Health Care Transactions
Whether the buyer/seller/facilitator is a health system, private equity or venture capital fund, a physician group, or another strategic buyer or partner, or seller, Garfunkel Wild has closed countless transactions of all sizes, and collaborates with all types of professional advisors. Our multi-state presence and close ties with local counsel, when necessary, means our expertise is available nationwide.
Practice Group Contacts
Team
OIG Concerns Persist Amid Workforce Reductions
Significant federal workforce reductions and numerous government-wide programmatic changes headlined the 2025 news cycle. Under that backdrop, the U.S. Department of Health and Human Services, Office of Inspector General fulfilled its annual statutory obligation by releasing its 2025 Top Management and Performance Challenges Report.
New Jersey Mandates Electronic Employee Separation Reporting
Every employee separation in New Jersey, from resignations to layoffs, must now be reported electronically through the Department of Labor’s Employer Access Portal. This means employers must proactively report separations, including terminations, resignations, layoffs, retirements, and other forms of job separation – regardless of whether the employee files for unemployment benefits.
Cap on NJ Ambulatory Care Facility Assessment Lifted
Ambulatory care facilities in New Jersey are currently subject to an annual “assessment” by the Department of Health equal to approximately 3% of gross revenue, not to exceed $350,000 annually per facility. However, the recently enacted Healthcare Finance Enhancement Act reduces the assessment rate to 2.5% but also removes the $350,000 cap starting in Fiscal Year 2026.
Surgical Practices Are Now Subject to NJ Ambulatory Care Facility Assessment
Governor Murphy recently signed the Fiscal Year 2026 Budget into law, simultaneously with numerous other bills, including the “Healthcare Finance Enhancement Act”. The Act subjects surgical practices that are required to become licensed as ASCs to the “ambulatory care facility assessment” starting in Fiscal Year 2026.
NY DOH Publishes Form for Reporting of Material Health Care Transactions
This month, the New York Department of Health (DOH) published a Material Transactions Notice Form for “heath care entities” to report “material transactions” to DOH.
FinCEN Reporting Obligations End for Domestic (US) Entities
Following months of uncertainty surrounding the future of the Corporate Transparency Act's (CTA) beneficial ownership information (BOI) reporting requirements, the U.S. Department of the Treasury, Financial Crimes Enforcement Network (FinCEN) published an interim final rule (Interim Rule) on March 21, 2025 that removes the requirement for U.S. companies and U.S. persons to submit BOI reports to FinCEN under the CTA.
NY DOH Publishes FAQs Regarding Reporting of Health Care Transactions
In March, the New York Department of Health (DOH) published “frequently asked questions” (FAQs) related to the law that requires “health care entities” party to a “material transaction” to report the transaction to the DOH in advance.
CTA Reporting Requirements Partially Suspended
In a surprising new development that comes just days after a temporary ban on the Corporate Transparency Act's (CTA) beneficial ownership information (BOI) reporting requirements was lifted, the U.S. Department of the Treasury (Treasury Department), Financial Crimes Enforcement Network (FinCEN) announced in a March 2nd press release that it will not enforce the BOI reporting requirements against U.S. citizens and domestic reporting companies.
Corporate Transparency Act Reporting Requirements Back in Effect
Following nearly a year of legal challenges, the beneficial ownership information (BOI) reporting requirements under the Corporate Transparency Act (CTA) are once again back in effect, with a current filing deadline of March 21, 2025.
New York Proposes More Scrutiny for Health Care Transactions
On January 21, 2025, New York Governor Kathy Hochul released the proposed FY 2026 New York State Executive Budget, which includes enhanced scrutiny of material transactions involving health care entities.
Appeals Court Reverses Itself and Again Suspends the Corporate Transparency Act’s Reporting Rule
On December 26, 2024, the Fifth Circuit Court of Appeals issued an unsigned order that once again pauses the federal government’s ability to enforce the Corporate Transparency Act (CTA) and its “Reporting Rule.” As we have previously explained, that rule requires the vast majority of privately held entities in the United States to report detailed information about their “beneficial owners” (BOI Report) to the Financial Crimes Enforcement Network. The rule was initially blocked by a Texas federal district court on December 3, 2024, but on December 23, 2024 a three-judge panel of the Fifth Circuit reversed the district court’s ruling and temporarily allowed the CTA and Reporting Rule to move forward. The December 26 order was issued by a different panel of judges, who restored the district court’s ruling while they consider the government’s emergency appeal.
Appeals Court Reinstates the Corporate Transparency Act
On December 23, 2024, the Fifth Circuit Court of Appeals issued an order allowing the federal government to enforce the Corporate Transparency Act (CTA) and its “Reporting Rule.” Under that rule, the vast majority of privately held entities created or registered to do business in the United States (Reporting Companies) must report detailed information about their owners to the Financial Crimes Enforcement Network (FinCEN). The reporting requirement had been paused by a Texas federal district court just under three weeks earlier, on December 3, 2024. The Fifth Circuit ruling reverses the Texas district court’s ruling pending the government’s appeal.
New DOJ Report: Providers Beware
Last week, the U.S. Department of Justice (DOJ) and the U.S. Department of Health and Human Services (HHS) released its annual, jointly authored Health Care Fraud and Abuse Control Program Report (the Report) for Fiscal Year 2023.
Federal Court Enjoins the Corporate Transparency Act
On December 3, 2024, a federal district court in Texas issued a nationwide injunction that prohibits the federal government from enforcing the Corporate Transparency Act (CTA) and the regulation that requires corporate entities registered under state law to report detailed information about ownership.
Breaking News: Federal Court Blocks FTC’s Non-Compete Ban Nationally
A Texas Federal Judge issued a decision blocking the FTC’s proposed ban on non-compete agreements, which was set to go into effect on September 4, 2024. As previously reported, the Texas Federal Court had issued a preliminary injunction limiting the enforceability of the FTC’s non-compete ban for the individual plaintiff in that lawsuit only. The Judge has now expanded that ruling nationally – preventing the FTC non-compete ban from going into effect.
FCMA and HCMA Webinar – FTC Ruling on Employment Non-Compete Clauses
Garfunkel Wild's Salvatore Puccio and Elisabeth Pimentel will present "FTC Ruling on Employment Non-Compete Clauses" at the Fairfield County Medical Association and Hartford County Medical Association's Webinar on Thursday, May 16, 2024.
FTC Bans Non-Competes Across the Nation
On Tuesday, April 23, 2024, the Federal Trade Commission (FTC) promulgated a final rule banning most non-compete agreements, in any industry, and is set to become effective 120 days after its publication in the Federal Register (the “Final Rule”).
Federal District Court Declares Corporate Transparency Act Unconstitutional
On March 1, 2024, the United States District Court for the Northern District of Alabama declared the Corporate Transparency Act (CTA) unconstitutional.
Wolters Kluwer – The Road to Compliance: Understanding the Corporate Transparency Act and FinCEN Beneficial Ownership
Steven R. Antico and J. David Morrissy will break down the Beneficial Ownership Information Reporting Requirements and how the requirements will affect your business.
FinCEN’s Beneficial Ownership Information Reporting Portal is Now Available
On January 1, 2024, the United States Department of Treasury’s Financial Crimes Enforcement Network ("FinCEN") opened its Beneficial Ownership Secure System ("BOSS") portal to the public and began accepting Beneficial Ownership Information Reports ("BOI Reports") from Reporting Companies pursuant to the Corporate Transparency Act (“CTA”).
The Road to Compliance: Understanding the Corporate Transparency Act and FinCEN Beneficial Ownership Reporting Requirements
As of January 1, 2024, many companies in the United States will have to file a Beneficial Ownership Information Report with FinCEN pursuant to the implementing regulations of the Corporate Transparency Act passed in 2021. Join us for an in-depth review of the Corporate Transparency Act.
New Corporate and Entity Ownership Reporting Requirement
Beginning on January 1, 2024, the Corporate Transparency Act (CTA) will require many companies to file a Beneficial Ownership Information (BOI) report with the Financial Crimes Enforcement Network (FinCEN).
Connecticut Signals Increased Scrutiny of Physician Practice Acquisitions
On July 21, 2023, the Executive Director of the Connecticut Office of Health Strategy (“OHS”), sent a letter to Connecticut physicians reminding them of the requirement for certain practice transactions to obtain Certificate of Need (“CON”) approval prior to closing.
New Jersey Permits Entity Conversion and Domestication
On May 8, 2023, New Jersey Governor Phil Murphy signed into law Senate Bill S142 (now P.L.2023, c. 38) (the "Act"), which modifies applicable business filing statutes contained in the New Jersey Business Corporation Act by adding conversion and domestication provisions across all business entity types.
The FTC’s Proposed Ban on Non-Competes – What Does It Mean?
On January 5, 2023, the Federal Trade Commission (“FTC”) announced and released a notice of proposed rulemaking (NPRM) to prohibit employers from entering into non-competes with workers, including independent contractors.
New York Proposes Law To Approve Transactions Involving Physician Practices and MSOs
The New York State Executive Budget for fiscal year 2024 includes a proposed law to review and approve material transactions involving physician practices, Management Services Organizations (MSOs), and other health care entities.
Franchise Regulations in the Context of the MSO Model
Associate, Weston Harty authored the article "Franchise Regulations in the Context of the MSO Model", published in the New York State Bar Association Health Law Journal (2023 - Vol. 28 - No.1).
Merton G. Gollaher Joins Garfunkel Wild’s Health Care & Corporate Groups
Merton G. Gollaher Joins Garfunkel Wild’s Health Care & Corporate Groups
