Elaine Levin
Healthcare Bio

Whalen LLP
1601 Dove St.
Suite 270
Newport Beach, CA 92660
elevin@whalenllp.com
Phone: 949-833-1707

Corporate Bio 
Elaine R. Levin
Healthcare Bio 

Elaine R. Levin advises both healthcare providers and growth companies in the healthcare industry.  As a corporate and healthcare law attorney, Elaine has over 25 years of experience structuring financings, acquisitions, joint ventures and other affiliations of healthcare providers and businesses.  With her unique combination of experience in business deals and healthcare law, she uses a creative, practical approach to structure transactions to achieve the desired business goals as well as comply with the complex healthcare laws.  She concentrates on:
  • Buying and selling medical related companies and healthcare providers. 
  • Raising financing and restructuring capital for medical related businesses and healthcare providers.
  • Structuring strategic alliances, joint ventures and collaborations.
  • Negotiating contracts between healthcare providers and businesses. 

Elaine advises healthcare clients on fraud and abuse, anti-kickback, physician ownership and referral, corporate practice of medicine, licensure and other healthcare regulatory issues. She has experience in structuring acquisitions, divestitures, mergers, joint ventures and affiliations of healthcare providers to comply with the changing health care reform legislation. She was a co-author of "Legislative Intervention: The Assembly's 'Anti-Referral' Bill" published in "Northern California Medicine - The Independent Medical Business Newspaper," April, 1992 and a co-author of "Self Referral Laws: Understanding the Limits on Health Care Professionals" published in the "California Business Law Reporter," September 1994. Elaine’s studies at Stanford University focused on health policy and planning. She served as an intern for a semester in the Health Services Planning and Development Department at St. Thomas’ Hospital in London, England.

She has represented numerous ambulatory surgical centers, pharmacies, clinical laboratories, ancillary care providers, clinical research organizations, home health and hospice agencies, management service organizations, preferred provider organizations, independent practice associations, medical groups and for-profit and non-profit hospitals. She also has extensive experience in representing medical device, biomedical, biotechnology, life sciences, clinical trials, medical equipment, supply and distribution companies and healthcare products companies and businesses that develop software and information technology for the healthcare industry.

Formerly, Elaine was a partner with Preston Gates & Ellis LLP and Riordan & McKinzie.  She also was an attorney with Skadden, Arps, Slate, Meagher & Flom in New York City for six years, and Hooper Lundy & Bookman, P.C., a healthcare firm in Los Angeles.

Education & Credentials:

B.A., (Human Biology and Communications), Stanford University, 1979
J.D., IIT Chicago-Kent College of Law (with High Honors, Ranked 1st in Class), 1985
Bar Admissions: California and New York
 

REPRESENTATIVE TRANSACTIONS:

Mergers and Acquisitions

  • Acquisition of the Visiting Nurse Association of Long Beach by Catholic Healthcare West Southern California in an asset acquisition of the non-profit, Medicare certified, home health care and hospice agency, with payments to a hospital foundation to support home health services.
  • Merged two independent practice associations into a 200 physician network to facilitate managed care contracting. 
  • Sold management company and two related professional medical corporations to Autumn Physician Practice Management Group through several stock sales. 
  • Structured asset and stock acquisitions of pharmacies, home health businesses, durable medical equipment retailers and clinical laboratories in connection with physicians’ divestment of their ownership of entities to which they refer business to comply with antikickback and Stark legislation. 
  • Sale of Medical Data International to IHS Health Information through sale of preferred and common stock, with earn-outs. 
  • Acquisition of Healthcare Microsystems in leveraged buy-out by management from its publicly traded parent. 
  • Asset sale of Health Sense International, Inc. to Accelerated Care Plus Corp. 
  • Acquisition of Indatum United Kingdom and Indatum India, data management companies for clinical trials, to expand global capabilities of U.S. clinical research organization. 
  • Stock sale of Avega Health Systems, with cash and preferred stock consideration, to MedAssets. 

Joint Ventures

  • Represented Total Renal Care, Inc.’s investment in a joint venture through 3 companies to own and operate a mobile vascular angioplasty service for dialysis patients in the southeastern U.S.
  • Represented Mercy Healthcare Bakersfield in creating a new home health agency, with the non-profit hospital providing nurses, a private company providing other personnel and services and a pharmacy providing the pharmaceuticals. 
  • Represented Paragon Biomedical, Inc. in the formation of Paragon Clintec Eurasia, LLC, a joint venture to provide international clinical trials and research for pharmaceutical companies. 
  • Formed joint venture with a prescription benefits manager and retailer to offer prescription benefits management programs to employer health plans in 40 states. 
  • Formed joint venture general partnership between a privately owned laboratory company and nonprofit management service organization to operate an inner city clinical laboratory. 
  • Formed joint ventures to facilitate joint purchasing and owning and operating ancillary services such as laboratories, home health agencies and surgical centers. 
  • Represented a clinical trials company's investment in a joint venture for pharmaceutical trials and data management. 

Advice on Contracting Arrangements

  • Management services agreements and arrangements with management companies, billing companies and other administrative services companies. 
  • Physician employment, compensation, recruiting and incentive arrangements.
  • Medical Directorships, service and on-call panel agreements and staffing arrangements for hospital departments and other healthcare facilities. 
  • IPA and PPO provider contracts. 
  • Leases, licenses and use agreements for medical equipment and space.

Financings

  • Capitalize entities to own, and finance construction of, a new hospital and medical office building. 
  • Syndicate limited partnership interests to physicians to own ambulatory surgical centers and related offerings of limited partnership interests to real estate investors in surgical center buildings. 
  • Organize and capitalize two professional medical corporations to provide physician services to skilled nursing facilities. Capitalize related company to manage the business through private placements of common stock to management and private equity investors and private placement of preferred stock to venture capital investors. 
  • 6 private placements by Medical Data International, Inc. – 4 offerings of voting and non-voting common stock to private equity investors and management and 2 offerings of preferred stock to venture capital investors. 
  • 3 private placements of preferred stock (Series A, B and C) and warrants to venture capital and angel investors and conversion of bridge loans into equity for Health Sense International, Inc. 
  • PIPE offering of common stock by Endocare, Inc. and shelf registration of the shares on Form S-3 to permit resales. 

SELECTED PRESENTATIONS:

  • Life Sciences Industry Council Meeting in 2007, Elaine spoke on “Structuring Financial Incentives Between Medical Companies and Healthcare Providers”.
  •  Northern Trust Bank Business Symposium on “Strategic Planning for Business Owners” in 2007, Elaine spoke on “Selling Your Business: Strategies to Achieve Maximum Value for the Company and its Owners”.
  • Mergers and Acquisitions Seminar for Orange County CEOs and Owners -- “Buy, Sell or Hold?...Strategies for Optimizing Corporate Value to Maximize Your Net Worth” in 2007, Elaine spoke on “Planning Mergers and Acquisitions to Maximize Company Value”.
  • Life Science Industry Council Meeting in 2006, Elaine moderated a panel on “Distribution Strategies for Medical Products and Medical Devices”. 
  • Life Science Industry Council Meeting in 2005, Elaine moderated a panel on “Outsourcing Trends and Opportunities for Life Sciences Companies -- Manufacturing and Design of Medical Devices and Products”.
  • Co-Chair of “Buzz – An Executive Women’s Think Tank 2005”. 
  • University of California-Irvine course on MEMS and Nanotechnology: Markets, Applications and Principles in 2004, Elaine spoke on “Commercialization of Medical Devices – High Tech Legal Transactions and Regulatory Considerations”. 
  • Forum for Women Entrepreneurs in 2004, Elaine moderated a panel on “Raising Capital – Opportunities for Women”. 
  • Stanford University -- the Findlaw "Biotech Strategies 2003" Conference, Elaine moderated a panel on “Strategic Alliances and Acquisitions for Biotech Companies”. 
  • Harvard Business School Entrepreneur's Conference in Orange County in 2003 and 2002, Elaine moderated panels on “Financing for Biomedical Companies”. 
  • Life Science Industry Council Meetings in 2003 and 2002, Elaine moderated panels on “Strategic Alliances for Medical Device and Biomedical Companies”. 
  • University of California-Irvine Medical Center, Elaine spoke on “The Business Side of Medicine” in 2012, 2006, 2003, 2002 and 2001. 

ASSOCIATIONS AND ACTIVITIES:

  • Life Science Industry Council/ Southern California Biomedical Council – Former Member of Program Committee for 7 years.
  • Women Executives and Entrepreneurs, Inc. – Former Member of Board of Directors.
  • American Bar Association – Member of Business Law and Healthcare Law Sections.
  • Girls Incorporated of Orange County – Director for 12 years from 1998-2010 and Chair of Board of Directors and President for 8 years; Current Chair of Audit Committee.
  • Orange County United Way – Founding 100 Member of both the Women's Philanthropy Fund, and Bench & Bar Society; Served on the Financial Literacy Committee.

HONORS AND AWARDS:

  • For its 125th anniversary in 2013, IIT Chicago-Kent College of Law honored Elaine as one of the “125 Alumni of Distinction” in the 125 year history of the law school for being a “Leader in representing emerging growth and middle-market companies.”
  • The national organization of Girls Incorporated honored Elaine with the “Excellence in Board Leadership” award out of the 94 Girls Inc. affiliates throughout the U.S. and Canada, at the 2008 National Girls Inc. Biennial Conference, for her service as President and Chair of the Board of Girls Incorporated of Orange County.
  • Elaine received the President of the United States of America Volunteer Service Award in 2007, presented by the President’s Council of Service and Civic Participation in conjunction with the USA Freedom Corps and the Corporation for National and Community Service.
  • The National Association of Women Business Owners -- Orange County Remarkable Women Awards honored Elaine with a “Star Within Us” Award in 2007.
  • Elaine was awarded a “Women of Service Award” in 2005 by the Orange County Chapter of The Links, Inc.