Health Care Finance & Restructuring

Ropes & Gray lawyers help health care institutions with the critical transition from financial distress to recovery. 


When a health care institution has suffered financial setbacks, acting decisively can make all the difference in improving operations. 

Ropes & Gray lawyers work with the boards of troubled organizations, helping them to make appropriate financial decisions and manage multiple constituencies, so that the organizations can move forward. We represent clients from virtually every sector of the health care industry including academic medical centers, community hospitals, pharmaceutical companies, pharmacy benefit managers, managed care organizations, health care provider organizations, physician practice groups, health care technology and biomedical companies and long-term care and skilled nursing home providers. We help boards of trustees of parent and subsidiary corporations assess their respective fiduciary duties so that they can make even the most difficult decisions.

We help health care clients with:

  • Coordinating simultaneous negotiations with state officials including attorneys general and departments of health
  • Discussions with creditors (including bond insurers, bond trustees, and state bonding authorities), donors, medical staff, and community groups about closing, restructuring, or selling facilities and assets
  • Restructuring relations among various members of obligated bond groups 

We partner with prominent hospitals and health care providers as well as research institutions, advising them on complex financing structures and debt management issues including restructuring of multi-obligor systems and their associated debt for the health-care industry. Our work encompasses the full range of a transaction from letter of intent negotiations to post-closing matters. We can handle matters including:

  • Transactional structuring
  • Definitive agreements
  • Antitrust
  • Tax
  • Financing
  • Revenue development
  • Complex commercial agreements
  • Tax exempt bond financing and restructuring


Our experienced team of lawyers works with large and small hospitals, universities and other health care institutions. When our clients experience financial problems we find a range of creative solutions for them.

Recent transactions include:

  • Working with a public benefit corporation to review additional restructuring options to enable the Health Care Corporation to enter into public-private partnerships with nonprofit AMCs
  • Helping a premier medical and health sciences university restructure its relationship with its free-standing faculty practice plan, allowing for closer alignment and more effective management
  • Creation of a foundation structure for a major hospital, under the control of a hospital’s parent, governing the specialty-based faculty practice plans for clinical faculty and providing for the creation of a separate retirement plan for faculty
  • Advising on the consolidation of a public hospital and a private non-profit university medical center hospital to create a medical center corporation, ensuring that the merged entity is a private medical center that retains its status as a public hospital for purposes of disproportionate share payments, uncompensated care payments, and participation in medical assistance programs.
  • Counseling a health care corporation about additional restructuring options to enable the health care corporation to enter into public-private partnerships with nonprofit AMCs
  • Advising the boards of trustees of two regional hospitals on fiduciary duties, due diligence, models of corporate governance given the enhanced need for clinical integration following national health reform, regulatory issues and how to harmonize governance and medical staff documents on a system-wide basis