Ambulatory Surgery Center Transactions

Our Experience in ASC Transactions

Baker Donelson has extensive experience advising ASCs of all sizes nationwide on a vast array of strategic transactions to position them for success, including:

• Sales, divestitures, and consolidations with national management companies, investors, and private equity-backed platforms
• Acquisitions of ASCs by buyers of all sizes, including large ASC networks and chains
• Mergers and consolidations with hospital systems and joint venture partners
• Syndication with physicians and other investors
• ASC and office-based labs (OBL) development/formation among physicians in different specialties (and investors)

Regulatory Compliance

Our team has decades of experience navigating the complex regulatory requirements that affect ASCs and play a critical role in due diligence for these transactions. Our attorneys provide guidance on:

• Anti-Kickback Statute compliance and similar state laws, including financial relationship structuring, referral arrangements, ASC safe harbor provisions, and compliant buy-ins and redemptions
• Certificate of need and licensing regulations for each state
• Accreditation and survey issues
• Medicare and Medicaid regulations, including billing, documentation, provider enrollment, change of ownership, and reimbursement requirements
• State health care transaction review laws, which can elongate the sign-to-close period and introduce regulatory risk into the dealmaking process
• HIPAA compliance, including business associate agreements, cybersecurity policies, and breach notification requirements
• Federal and state employment and benefits laws, including overtime laws, family leave laws, anti-discrimination laws (disability/Americans with Disabilities Act, racial, age, gender, etc.), and ERISA/benefit plan compliance

Results may vary depending on your particular facts and legal circumstances. Some of these matters were handled by a current Baker Donelson professional while associated with a prior firm.

• Represented an ambulatory surgery center specializing in orthopedic surgical procedures located in southern California in its majority sale and joint venture with a non-profit health system.

• Represented an interventional pain management practice in Nevada in its partial sale to and joint venture with a national operator of surgical facilities.

• Advised a cardiology group located in Texas in the sale of their practice and ASC to a large Texas health system.

• Represented a cardiology practice and its ASCs and office-based labs in connection with a sale to a regional health system in the Midwest.

• Represented a large orthopedic surgery group and ambulatory surgery center in Pennsylvania in an affiliation with a large health system.

• Represented a physician-owned ambulatory surgery center operator with three facilities in the Mountain West region in its joint venture with a national management company.

• Representing an orthopedic-focused ASC in the Southwest in its sale to regional health system.

• Advised a gastroenterology focused ASC in New York in its sale of a majority ownership interest in the company to a national ASC operator.

• Represented ASCs owned by ophthalmologists in sales to a private equity-backed platform.

• Represented a gastroenterology group and surgery center in a transaction with an Ohio health system.

• Represented regional ASC operator and management company in its acquisition 10 ASCs in New York and New Jersey over a period of several years.

• Advised a national operator of outpatient vascular centers in its divestiture of a multi-specialty surgery center focused on interventional nephrology, cardiovascular and gastroenterology procedures located in the Northeast.

• Represented a midwestern-based health system in the formation of a joint venture with a national leader in ASC management services and simultaneous acquisition of a majority ownership interest in a multi-specialty surgery center in Idaho.

• Represented an ASC operator in its acquisition of 3 ASCs in South Florida.

• Represented a large health system in its joint venture with a national ASC management company in the contribution of or development of a dozen ASCs which in the Northeast.

• Represented a private investor group in its acquisition of a national ASC management company from its publicly traded parent company.

• Guided a regional ASC operator in its development of five (5) de novo ASCs in New York and New Jersey.

• Represented a private equity-backed neurosurgery group-owned ASC in its sale to a publicly traded physician practice and urgent care company.

• Advised a healthcare system partnering with a national management company on several joint ventured ASCs in the Mid Atlantic.

• Represented physician group in a joint venture with a commercial developer to build a de novo ASC in New Jersey.

• Counseled various outpatient surgery centers on equity syndications to physicians and sales of majority ownership to hospitals, health systems, and nationally recognized ASC management businesses.

• Assisted a national ambulatory surgery platform in a change of control which impacted the licensure of over twenty surgery centers located in New Jersey.

• Represented a hospital joint venturing with a regional leader specializing in the development and management of freestanding endoscopy ASCs.

• Represented a hospital joint venturing with a national organization providing management and development support for ASCs and physicians in the development and licensure of two de-novo ASCs.

• "Top 10 Issues in ASC Sale Agreements," Surgery Business (June 2025)
• "Navigating ASC Compliance Pitfalls: Practical Recommendations for ASCs on Incoming and Outgoing Surgeon Owners," Surgery Business (March 2025)
• "Why So Many Physicians Are Partnering with Private Equity," Medical Economics (June 2023)
• "Physician-Owner Considerations for Selling Ambulatory Surgery Centers," Thomson Reuters Practical Law (April 2023)
• "Strategic Partnerships with Private Equity Firms: What ASCs Need to Know," Becker's Hospital Review (November 2022)
• "The Out-of-Network Co-Pay Conundrum – To Waive Or Not To Waive … And How?," Becker's ASC Review (March 2017)

• "Returns, Risks, and Rewards: Structuring Strategic Transactions for ASCs and Surgery Groups," 29th Annual Becker's ASCS Conference (October 2023)
• "Strategic Transactions for Spine, Orthopedic, and Pain Management Groups," Spine, Orthopedic + Pain Management-Driven ASC Conference (June 2023)
• "Strategic Partnerships with Private Equity Firms: What ASCs Need to Know," 28th Annual Becker's ASC Review (October 2022)