Greg E. Bloom
Partner/Director
516-393-2273
Corporate/Mergers and Acquisitions
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Garfunkel Wild takes great care in learning about its clients’ businesses. Our approach enables us to focus on our clients’ goals and objectives while providing sound legal and practical business advice. Garfunkel Wild provides a full range of services, from assisting clients during the start-up phase, and through growth and acquisitive transactions. Along the way, Garfunkel Wild is there to answer the day-to-day legal, strategic, and regulatory questions that may arise.
Our Corporate team provides the following services to our clients:
- 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, information technology, supplier and vendor contracts
Garfunkel Wild advises clients on a broad range of mergers and acquisitions, with a particular focus on the health care sector. 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, compliance, employment, real estate, and tax matters.
Our Mergers and Acquisitions team provides the following services to our clients:
- Navigating complex regulatory and compliance issues relating to fraud and abuse, billing and coding, privacy and data, corporate practice of medicine, and false claims, to name a few, to assure that all risks are identified, and the transaction is properly structured and timely consummated
- Working with private equity funds to structure platform buyers and efficiently close add-on acquisitions
- Advising sellers with respect to rollover equity, compensation arrangements, health care diligence, reverse diligence on buyers, ‘earn-outs’ and other post-closing payments, and other structural, tax and regulatory issues unique to types of transactions where the buyer is not provider-owned
Whether the buyer/facilitator is a health system, private equity or venture capital fund, a physician group, or another strategic buyer or partner, 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
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
Garfunkel Wild takes great care in learning about its clients’ businesses. Our approach enables us to focus on our clients’ goals and objectives while providing sound legal and practical business advice. Garfunkel Wild provides a full range of services, from assisting clients during the start-up phase, and through growth and acquisitive transactions. Along the way, Garfunkel Wild is there to answer the day-to-day legal, strategic, and regulatory questions that may arise.
Our Corporate team provides the following services to our clients:
- 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, information technology, supplier and vendor contracts
Garfunkel Wild advises clients on a broad range of mergers and acquisitions, with a particular focus on the health care sector. 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, compliance, employment, real estate, and tax matters.
Our Mergers and Acquisitions team provides the following services to our clients:
- Navigating complex regulatory and compliance issues relating to fraud and abuse, billing and coding, privacy and data, corporate practice of medicine, and false claims, to name a few, to assure that all risks are identified, and the transaction is properly structured and timely consummated
- Working with private equity funds to structure platform buyers and efficiently close add-on acquisitions
- Advising sellers with respect to rollover equity, compensation arrangements, health care diligence, reverse diligence on buyers, ‘earn-outs’ and other post-closing payments, and other structural, tax and regulatory issues unique to types of transactions where the buyer is not provider-owned
Whether the buyer/facilitator is a health system, private equity or venture capital fund, a physician group, or another strategic buyer or partner, 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
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