Jonathan Lewis

Jonathan Lewis

BakerHostetler

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The Beat Goes On: Antitrust Enforcement and Healthcare*

In one form or another, the Federal Trade Commission (FTC) has been banging the drum that there is no inconsistency between antitrust enforcement and healthcare. The latest to pick-up the drumbeat is the chair of the FTC...more

12/15/2014 - Antitrust Investigations Antitrust Provisions FTC Healthcare Strategic Enforcement Plan

Gone, Gone, the Damage Done*—Provisions in Transactional Agreements Can Raise Antitrust Risk

Soon after someone settles “gun jumping” charges, client alerts and blog posts with informative titles like “DOJ Settlement Resolves ‘Gun Jumping’ Charges” start flying around. These “alerts” and “posts” usually recite facts...more

11/17/2014 - Antitrust Litigation Antitrust Provisions DOJ Hart-Scott-Rodino Act Integration Sherman Act Waiting Periods

Provider Competition Matters—Even for “Reference Pricing”

In a recent blog post, three Federal Trade Commission (FTC) economists splashed some cold water on advocates of “reference pricing” that seem to imply that such pricing “will increase competition between providers.” In the...more

10/10/2014 - Employer Group Health Plans FTC Health Insurance Reference Pricing

Dollar General—“Setting the Record Straight” on Antitrust for Family Dollar

Unless you have been in the middle of a bidding war where antitrust concerns are front and center, what is playing out between Dollar General and Family Dollar is probably unfamiliar to you, as it is rarely seen outside of...more

9/5/2014 - Antitrust Litigation Dollar General FTC

Don’t Pop the Cork Just Yet—Growing Criticism of Massachusetts AG’s Settlement with Partners Healthcare Just Might Send the...

After touting a proposed settlement with Partners HealthCare (Partners) that supposedly would “fundamentally alter [Partners’] negotiating power for 10 years and control health costs across [Partners’] entire network,”...more

7/23/2014 - Contract Negotiations Healthcare Healthcare Provider Corporations Healthcare Providers Negotiations Proposal for Settlement

Buckle Up—Unwinding Phoebe Putney’s Acquisition of Palmyra Down in Georgia May End Up Being Back on the Table

Almost one year ago, Federal Trade Commission (FTC) agreed to settle its antitrust challenge of Phoebe Putney Health System’s (Phoebe Putney) acquisition of Palmyra Medical Center (Palmyra) without requiring divesture or any...more

7/22/2014 - Antitrust Litigation Consent Agreements Divestiture FTC FTC v. Phoebe Putney Health System Hospital Mergers Hospitals Palmyra

Let The Rejoicing Begin, Or Not—Massachusetts AG’s Settlement With Partners Healthcare Is No Harbinger of Things to Come

After almost half a dozen years of investigating Partners HealthCare’s (Partners) contracting practices and its proposed acquisitions of two competing hospital systems, Massachusetts Attorney General (AG) Martha Coakley...more

6/30/2014

Leave My Employees Alone! You Promised You Wouldn’t Hire/Solicit Them

With the antitrust class action against Google, Apple, Intel and other Silicon Valley heavyweights nearly in the books ($300 million plus in settlements and millions more in defense fees later), it is time once again to ask...more

6/13/2014 - Antitrust Litigation Apple Class Action Confidentiality Agreements Corporate Counsel Due Diligence Employer Liability Issues Former Employee Google Intel Non-Disclosure Agreement Non-Solicitation Agreements Silicon Valley

What the WTP? The Rise of Merger Simulation in Hospital Transactions

If you are a health system or hospital thinking about a potential transaction and your lawyers haven’t spoken with you about hospital merger simulation, then maybe you should be talking with someone else. What is...more

5/28/2014 - FTC Healthcare Hospital Mergers Hospitals MCOs Mergers

What the WTP?

If you are a health system or hospital thinking about a potential transaction and your lawyers have not spoken with you about hospital merger simulation, maybe you should be talking with someone else. What is hospital...more

5/21/2014 - FTC Healthcare Healthcare Facilities Hospital Mergers Hospitals Mergers

Are You Facing the Prospect of a Merger Investigation?

If your organization is facing the prospect of a merger investigation and your lawyers haven’t raised the prospect of technology-assisted document review (“TAR”), then maybe you should be talking with someone...more

5/8/2014 - Document Review Internal Investigations Mergers Predictive Coding Software Subject Matter Experts Technology-Assisted Review

To Report, or Not to Report, Your Non-Reportable Transaction Is the Question

Just because a proposed transaction does not have to be reported in advance to the Department of Justice (“DOJ”) or the Federal Trade Commission (“FTC”) because it falls below the Hart-Scott-Rodino (“HSR”) Act size of...more

5/2/2014 - DOJ FTC Hart-Scott-Rodino Act Pre-Merger Filing Requirements Reporting Requirements

Connecticut’s Attorney General Wants to Know in Advance if You Are Going to Join Forces with a Healthcare Provider

Back in early 2013, Connecticut’s Attorney General (“AG”) formed a “Health Care Competition Working Group” within his office to examine the potential impact of horizontal mergers (e.g., hospital to hospital) and vertical...more

4/25/2014 - Attorney Generals Healthcare Horizontal Mergers Hospitals

So, You Want to Share Your Technical Cyber Threat Information with Your Neighbors?

Echoing guidance previously given to a nonprofit organization looking to exchange certain cybersecurity information, including exchanging actual real-time cyber threat and attack information, and others planning to exchange...more

4/21/2014 - Antitrust Provisions Cybersecurity DOJ FTC Information Sharing

Sometimes Merger Fixes Are as Close as the End of Your Nose

When it comes to negotiating merger remedies with federal antitrust enforcement agencies, the Department of Justice and the Federal Trade Commission each have guides or statements that may help. But as good as their guidance...more

4/16/2014 - Antitrust Provisions DOJ FTC Mergers Negotiations

Pharmaceutical Association Calls Out FTC in Filing Seeking to Enjoin New Rule Targeting the Industry

Last November, the Federal Trade Commission (“FTC”) with the “concurrence” of the Antitrust Division of the Justice Department, and over the strenuous objection of Pharmaceutical Research and Manufacturers of America...more

2/13/2014 - Antitrust Litigation DOJ FTC Hart-Scott-Rodino Act Pharmaceutical Pre-Merger Filing Requirements The Clayton Act

FTC Victory in Idaho Hospital-Physician Acquisition Case Should be a Wake-Up Call for Future and Past Deals

The ink is still drying on the Idaho federal district court’s order requiring St. Luke’s Health System (“St. Luke’s”) to unwind its acquisition of Saltzer Medical Group (“Saltzer”) – a for-profit, physician-owned,...more

1/28/2014 - Acquisitions Edith Ramirez FTC Healthcare Healthcare Costs Healthcare Facilities Hospital Mergers Hospitals Physician Hospital Organizations Physician Ownership Transactional Attorneys

Past as Prologue: Rebirth of the Merger Trial and the Bazaarvoice Case

For many years after its implementation, the Hart-Scott-Rodino Antitrust Improvements Act of 1976 seemed to sound the death knell of post-consummation merger trials. By establishing a file-and-wait system rather than the old...more

1/21/2014 - Anticompetitive Agreements Antitrust Conspiracies Bazaarvoice Inc Hart-Scott-Rodino Act Mergers The Clayton Act

Thresholds Do Matter – Choosing too Low a Threshold in an Ordinary Course of Business Provision Can Up Your Risk of “Gun Jumping”

Soon after someone settles “gun jumping” charges, client alerts with informative titles like “DOJ Settlement Resolves ‘Gun Jumping’ Charges” start flying around. These “alerts” usually recite facts alleged in the complaint,...more

1/15/2014 - DOJ Merger Agreements Settlement Threshhold Requirements

Give It Back! Disgorgement – Another FTC Arrow against Reverse-Payment Settlements that Delay Generic Entry

If the uncertainty that the Supreme Court’s Actavis decision injected into the world of reverse-payment settlement litigation wasn’t enough to get your attention, then the FTC’s recent effort to obtain disgorgement from...more

12/3/2013 - Disgorgement FTC Generic Patent Litigation Patents Reverse Payment Settlement Agreements

NY Governor Signs “Unprecedented” Legislation Allowing Public Healthcare Provider “a Blank Check to Engage in a Huge Swath of...

Despite vocal opposition from New York Attorney General Schneiderman’s office, New York Governor Cuomo signed legislation this week authorizing Nassau Health Care Corporation (“NuHealth”) – a public healthcare provider that...more

10/30/2013 - Andrew Cuomo Anti-Competitive Healthcare Hospitals

Could an Idaho Healthcare Merger Impact Other Mergers, Including the American/US Airways Merger?

With the trial over, post-trial briefs due November 1, and closing arguments scheduled for November 7, a lot more is at stake than whether St. Luke’s Health System (“St. Luke’s”) can keep Saltzer Medical Group (“Saltzer”) – a...more

10/24/2013 - American Airlines FTC Healthcare Hospital Mergers US Airways

Provider Healthcare Merger Retrospective on the Horizon at FTC - Again?

With the first week in the Federal Trade Commission's (FTC) and Idaho attorney general's antitrust trial challenging St. Luke's Health System's (St. Luke's) acquisition of the Saltzer Medical Group (Saltzer), a for-profit,...more

10/9/2013 - Competition Edith Ramirez FTC Healthcare Hospitals Physicians

US Airways and American Airlines Have a Potential Friend in FTC Commissioner Wright

In their answer to the government’s complaint challenging their proposed merger, US Airways and American Airlines (the “Airlines”) tout the “immense benefits to the traveling public” that the combined “US Airways and American...more

9/30/2013 - American Airlines Aviation Industry FTC Mergers US Airways

Game Over — "Unique Circumstances" End FTC Challenge to Phoebe Putney Acquisition

After running the table in the Supreme Court with a unanimous decision and then convincing a district court judge in Georgia to halt further consolidation of Phoebe Putney Health System (Phoebe Putney) and Palmyra Medical...more

9/25/2013 - Acquisitions Divestiture FTC FTC v. Phoebe Putney Health System Remedial Actions

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