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Thursday, September 14, 2023

Illinois Passes Laws Requiring Legal professional Common Discover of Sure Well being Care Transactions


The Illinois legislature not too long ago handed new antitrust laws (“HB2222”) that can require advance discover to the Legal professional Common for well being care amenities and well being care supplier entities partaking in sure coated transactions. If signed by the Governor, the brand new laws will go into impact January 1, 2024. 

HB2222 would supply the Legal professional Common with discover of all materials well being care facility transactions in Illinois, so-called “coated transactions”. A coated transaction, as outlined in HB2222, is any merger, acquisition, or contracting affiliation between two or extra well being care amenities domiciled in Illinois not beforehand beneath widespread possession or contracting affiliation. A coated transaction would additionally embrace any of the above between an Illinois well being care facility and an out-of-state well being care facility that generates $10,000,000 or extra in annual income from Illinois sufferers. Well being care amenities which might be occasion to a coated transaction can be required to supply discover of a coated transaction to the Legal professional Common at the very least thirty days previous to the transaction closing or efficient date. The Legal professional Common could request extra data, and if that’s the case the transaction could not proceed till 30 days after the events have complied with stated request.

HB2222 is meant to complement the federal Hart-Scott-Rodino Antitrust Enhancements Act of 1976 (15 USC 18a) (“Hart-Scott-Rodino Act”) by requiring discover of transactions that aren’t reportable beneath the thresholds set by the Hart-Scott-Rodino Act, as a result of not like the Hart-Scott-Rodino Act, there aren’t any minimal transaction worth thresholds beneath HB2222. Moreover, HB2222 would require well being care amenities and supplier entities to supply a duplicate of any filings made pursuant to the Hart-Scott-Rodino Act to the Legal professional Common, which is able to fulfill the discover necessities inside HB2222.  

Failure to adjust to any provision of HB2222 will go away events to the transaction topic to a civil penalty as much as $500 per day for every day the occasion stays in violation of the laws. Additional, the Legal professional Common could apply for a short lived restraining order or injunction to ban the well being care facility from continued noncompliance with HB2222. 

Given the breadth of this new invoice, coupled with the potential dangers of non-compliance, well being care amenities and supplier entities should be conscious of its notification necessities when getting into right into a coated transaction. 

Jennifer Pike and Catherine Feorene are members of Thompson Coburn’s Well being Regulation Observe Group.

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