We’re going to start a new series of posts on legal and business guides, treatises and books. First up is PLI‘s Health Care Mergers and Acquisitions Answer Book 2014.
PLI recently provided me a copy and I’ve used it in connection with a recent acquisition and generally for information needed for counseling a health care client. The book provides insight into general counseling of clients in the industry, including compliance, business and accounting/tax issues. It’s useful for more than simply M&A type work.
The way the book is set up is different than most legal texts (i.e. info dump) which is refreshing – it is called an “Answer Book” after all and is therefore comprised of answers to the most common questions about health care generally, M&A transactions generally and M&A transactions in the health care context. It also has information on the typical structure of these types of transactions, as well as case studies in the important precedent applicable. Case law is inserted throughout for general propositions.
As an all in one tome, the book covers matters generally, usually with federal statutes but there are also sections on NY, MA and CA law. Even some additional sections on doing deals in France, Germany and Russia. It depends on your specific question, it may be answered spot on, or it may not be and you may need to look elsewhere for more information, but it will give you a good base to branch out to other sources if you need to.
Some of the information contained:
- Structuring deals: asset versus stock deals and other issues,
- Purchase price allocation, adjustments,
- Joint Ventures,
- New legislation such as the New Medical Device User Fee & Modernization Act,
- Intellectual Property Issues,
- Transferring licenses,
- Regulatory Issues,
- Diligence Issues,
- Documents/Provisions and Drafting Tips.
All in all, if you regularly do work for clients in the health care industry, and especially if you are doing M&A work in this industry, this book will serve you well. Readers of Paper This Deal can enjoy a 20% discount if you order through this link.*