Alex C. Santee
Partner
201-518-3433
Private Equity/Venture Capital
- Overview
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Garfunkel Wild’s Private Equity/Venture Capital Practice Group represents private equity clients and their portfolio companies in connection with acquisitive transactions, health care diligence, and post-closing integration. We typically serve as transaction counsel responsible for all aspects of the transaction from the pre-letter of intent/term sheet stage through closing. We have also assisted our private equity clients and their founders/owners in connection with structuring and funding platform practices.
Our Private Equity/Venture Capital team also acts as health care counsel to conduct diligence and review transaction documents in connection with:
- Fraud and abuse
- Billing and coding
- Privacy and data
- Corporate practice of medicine
- False claims
- Other regulatory and compliance issues
In connection with transaction diligence, our affiliate Garfunkel Health Advisors, has proven to be instrumental in conducting coding and billing compliance reviews of sellers, often uncovering and navigating significant compliance issues.
Post-closing, Garfunkel Wild and Garfunkel Health Advisors advise on integration matters, including credentialing and payor consolidation. We often conduct compliance diligence on providers, practices, and other health care ventures seeking to sell, to facilitate an efficient sale transaction.
Practice Group Contacts
Team
OIG Approves Patient Travel, but Not Fertility Services
OIG posted a partially favorable Advisory Opinion (24-05) permitting a biotechnology company to provide transportation, lodging, and payment of associated expenses for certain patients receiving gene therapy treatments for two severe genetic diseases. In the same Advisory Opinion, however, OIG responded unfavorably to the Company’s proposal to subsidize some or all costs related to fertility preservation and storage procedures for these same patients.
OIG Greenlights Gene Therapy Assistance Program
The U.S. Department of Health and Human Services, Office of Inspector General (OIG) posted a favorable Advisory Opinion (24-03) permitting a pharmaceutical manufacturer (Manufacturer) to provide financial assistance to qualified patients undergoing its gene therapy treatment for two severe genetic conditions.
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”).
OIG Allows Patient Assistance Programs Funded by Drug Manufacturers
The U.S. Department of Health and Human Services, Office of Inspector General (OIG) posted a favorable Advisory Opinion (24-02) permitting a non-profit organization (Non-Profit) to provide financial support to eligible patients with specific rare diseases through assistance programs (Programs) it operates.
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”).
OIG Approves Use of Gift Cards for Referrals in Certification-Heavy Advisory Opinion
The U.S. Department of Health and Human Services, Office of Inspector General (OIG) posted a favorable Advisory Opinion (23-15) permitting a consulting company’s (Consultant) proposal to offer gift cards to its current physician practice customers for referring potential new physician practice customers to Consultant. Notably, OIG determined that the proposed arrangement did not implicate the Anti-Kickback Statute (AKS).
OIG Approves Creative Approach to Restructuring Medical Practice Partnerships
The U.S. Department of Health and Human Services, Office of Inspector General (OIG) posted a favorable Advisory Opinion (23-12) that allows a limited liability partnership (the Partnership) consisting of two classes of physician partners to make a one-time, voluntary redemption offer (offer) to individual partners when they reach age 67.
Favorable OIG Advisory Opinion Allows Subsidies for FDA-Approved Clinical Studies
The U.S. Department of Health and Human Services, Office of Inspector General (OIG) posted a favorable Advisory Opinion (23-11) that allows a medical device manufacturer (Manufacturer) to subsidize Medicare cost-sharing obligations as part of a U.S. Food & Drug Administration (FDA)-approved clinical study involving a Category B Investigational Device Exemption.
OIG’s Favorable Advisory Opinions Allow Incentives to Medigap Plan Policyholders
The U.S. Department of Health and Human Services, Office of Inspector General (OIG) posted two favorable Advisory Opinions (23-09 and 23-10) to allow a licensed offeror of Medicare Supplemental Health Insurance (Medigap Plan) policies and a preferred health organization (PHO) (collectively, “the requestors”) to incentivize Medigap Plan policyholders to seek inpatient care from a hospital within the PHO’s network. Notably, OIG issued these favorable opinions even though the proposed incentives implicated the Anti-Kickback Statute (AKS) and the Beneficiary Inducement Civil Money Penalty (CMP), and there was no applicable exception or safe harbor.
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 York State Society of Orthopaedic Surgeons District 6 Meeting and Networking Event
Garfunkel Wild's Barry Cepelewicz, M.D., will present at the New York State Society of Orthopaedic Surgeons District 6 Meeting and Networking Event.
DOJ/HHS Jointly Release “Highlight Reel” Report
This week, the United States Department of Justice (DOJ) and the United States Department of Health and Human Services (HHS) fulfilled its annual statutory obligation by releasing its jointly-authored Health Care Fraud and Abuse Control Program (HCFAC) Report for Fiscal Year 2022.
FCMA and HCMA Webinar – Is Private Equity Right for You?
Garfunkel Wild's Barry Cepelewicz, M.D., will present "Is Private Equity Right for You?" at the Fairfield County Medical Association and Hartford County Medical Association's Webinar on Wednesday, September 20, 2023.
New York State Society of Orthopaedic Surgeons 2023 Annual Meeting & Symposium
Garfunkel Wild's Barry Cepelewicz, M.D., will present at the New York State Society of Orthopaedic Surgeons 2023 Annual Meeting & Symposium.
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.
Garfunkel Wild Webinar – Understanding and Avoiding Claims Under the Americans with Disabilities Act
Garfunkel Wild’s Andrew Zwerling and Kevin Donoghue will present the webinar “Understanding and Avoiding Claims Under the Americans With Disabilities Act? on December 8, 2021.
Connecticut Orthopaedic Society Webinar “Is Private Equity Right for You?”
Garfunkel Wild’s Barry Cepelewicz and Kimberly Kempton-Serra will present at the Connecticut Orthopaedic Society/Massachusetts Orthopaedic Association Webinar “Is Private Equity Right For You?” on December 8, 2021 from 7-8pm.
Boston University Faculty Entrepreneurship Workshop
Garfunkel Wild’s Merton Gollaher presented at the Boston University Faculty Entrepreneurship Workshop “Nuts & Bolts of Building a Venture” on February 2, 2021. Mr. Gollaher discussed legal basics for start-ups.
Merton G. Gollaher Joins Garfunkel Wild’s Health Care & Corporate Groups
Merton G. Gollaher Joins Garfunkel Wild’s Health Care & Corporate Groups
Kimberly Kempton-Serra Quoted In ASC Focus Article Entitled “Set Up A Compliant Patient Transportation Service” October 2019
Kimberly Kempton-Serra Quoted In ASC Focus Article Entitled “Set Up A Compliant Patient Transportation Service” October 2019
Garfunkel Wild’s Private Equity/Venture Capital Practice Group represents private equity clients and their portfolio companies in connection with acquisitive transactions, health care diligence, and post-closing integration. We typically serve as transaction counsel responsible for all aspects of the transaction from the pre-letter of intent/term sheet stage through closing. We have also assisted our private equity clients and their founders/owners in connection with structuring and funding platform practices.
Our Private Equity/Venture Capital team also acts as health care counsel to conduct diligence and review transaction documents in connection with:
- Fraud and abuse
- Billing and coding
- Privacy and data
- Corporate practice of medicine
- False claims
- Other regulatory and compliance issues
In connection with transaction diligence, our affiliate Garfunkel Health Advisors, has proven to be instrumental in conducting coding and billing compliance reviews of sellers, often uncovering and navigating significant compliance issues.
Post-closing, Garfunkel Wild and Garfunkel Health Advisors advise on integration matters, including credentialing and payor consolidation. We often conduct compliance diligence on providers, practices, and other health care ventures seeking to sell, to facilitate an efficient sale transaction.
Practice Group Contacts
Team
OIG Approves Patient Travel, but Not Fertility Services
OIG posted a partially favorable Advisory Opinion (24-05) permitting a biotechnology company to provide transportation, lodging, and payment of associated expenses for certain patients receiving gene therapy treatments for two severe genetic diseases. In the same Advisory Opinion, however, OIG responded unfavorably to the Company’s proposal to subsidize some or all costs related to fertility preservation and storage procedures for these same patients.
OIG Greenlights Gene Therapy Assistance Program
The U.S. Department of Health and Human Services, Office of Inspector General (OIG) posted a favorable Advisory Opinion (24-03) permitting a pharmaceutical manufacturer (Manufacturer) to provide financial assistance to qualified patients undergoing its gene therapy treatment for two severe genetic conditions.
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”).
OIG Allows Patient Assistance Programs Funded by Drug Manufacturers
The U.S. Department of Health and Human Services, Office of Inspector General (OIG) posted a favorable Advisory Opinion (24-02) permitting a non-profit organization (Non-Profit) to provide financial support to eligible patients with specific rare diseases through assistance programs (Programs) it operates.
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”).
OIG Approves Use of Gift Cards for Referrals in Certification-Heavy Advisory Opinion
The U.S. Department of Health and Human Services, Office of Inspector General (OIG) posted a favorable Advisory Opinion (23-15) permitting a consulting company’s (Consultant) proposal to offer gift cards to its current physician practice customers for referring potential new physician practice customers to Consultant. Notably, OIG determined that the proposed arrangement did not implicate the Anti-Kickback Statute (AKS).
OIG Approves Creative Approach to Restructuring Medical Practice Partnerships
The U.S. Department of Health and Human Services, Office of Inspector General (OIG) posted a favorable Advisory Opinion (23-12) that allows a limited liability partnership (the Partnership) consisting of two classes of physician partners to make a one-time, voluntary redemption offer (offer) to individual partners when they reach age 67.
Favorable OIG Advisory Opinion Allows Subsidies for FDA-Approved Clinical Studies
The U.S. Department of Health and Human Services, Office of Inspector General (OIG) posted a favorable Advisory Opinion (23-11) that allows a medical device manufacturer (Manufacturer) to subsidize Medicare cost-sharing obligations as part of a U.S. Food & Drug Administration (FDA)-approved clinical study involving a Category B Investigational Device Exemption.
OIG’s Favorable Advisory Opinions Allow Incentives to Medigap Plan Policyholders
The U.S. Department of Health and Human Services, Office of Inspector General (OIG) posted two favorable Advisory Opinions (23-09 and 23-10) to allow a licensed offeror of Medicare Supplemental Health Insurance (Medigap Plan) policies and a preferred health organization (PHO) (collectively, “the requestors”) to incentivize Medigap Plan policyholders to seek inpatient care from a hospital within the PHO’s network. Notably, OIG issued these favorable opinions even though the proposed incentives implicated the Anti-Kickback Statute (AKS) and the Beneficiary Inducement Civil Money Penalty (CMP), and there was no applicable exception or safe harbor.
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 York State Society of Orthopaedic Surgeons District 6 Meeting and Networking Event
Garfunkel Wild's Barry Cepelewicz, M.D., will present at the New York State Society of Orthopaedic Surgeons District 6 Meeting and Networking Event.
DOJ/HHS Jointly Release “Highlight Reel” Report
This week, the United States Department of Justice (DOJ) and the United States Department of Health and Human Services (HHS) fulfilled its annual statutory obligation by releasing its jointly-authored Health Care Fraud and Abuse Control Program (HCFAC) Report for Fiscal Year 2022.
FCMA and HCMA Webinar – Is Private Equity Right for You?
Garfunkel Wild's Barry Cepelewicz, M.D., will present "Is Private Equity Right for You?" at the Fairfield County Medical Association and Hartford County Medical Association's Webinar on Wednesday, September 20, 2023.
New York State Society of Orthopaedic Surgeons 2023 Annual Meeting & Symposium
Garfunkel Wild's Barry Cepelewicz, M.D., will present at the New York State Society of Orthopaedic Surgeons 2023 Annual Meeting & Symposium.
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.
Garfunkel Wild Webinar – Understanding and Avoiding Claims Under the Americans with Disabilities Act
Garfunkel Wild’s Andrew Zwerling and Kevin Donoghue will present the webinar “Understanding and Avoiding Claims Under the Americans With Disabilities Act? on December 8, 2021.
Connecticut Orthopaedic Society Webinar “Is Private Equity Right for You?”
Garfunkel Wild’s Barry Cepelewicz and Kimberly Kempton-Serra will present at the Connecticut Orthopaedic Society/Massachusetts Orthopaedic Association Webinar “Is Private Equity Right For You?” on December 8, 2021 from 7-8pm.
Boston University Faculty Entrepreneurship Workshop
Garfunkel Wild’s Merton Gollaher presented at the Boston University Faculty Entrepreneurship Workshop “Nuts & Bolts of Building a Venture” on February 2, 2021. Mr. Gollaher discussed legal basics for start-ups.
Merton G. Gollaher Joins Garfunkel Wild’s Health Care & Corporate Groups
Merton G. Gollaher Joins Garfunkel Wild’s Health Care & Corporate Groups
Kimberly Kempton-Serra Quoted In ASC Focus Article Entitled “Set Up A Compliant Patient Transportation Service” October 2019
Kimberly Kempton-Serra Quoted In ASC Focus Article Entitled “Set Up A Compliant Patient Transportation Service” October 2019