Todd P.Kelly

Partner

Dallas + 1.214.969.5122

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Todd Kelly has served major institutional health care clients in their most important transactional and regulatory matters, in Texas and nationally, for more than 20 years. Much of this work has involved innovative and first-in-market projects, including sophisticated hospital-physician and multiprovider joint ventures; single specialty (e.g., cardiac) and cross-platform (e.g., adult-pediatric) service line joint ventures; health care facility acquisition, divestiture, and change of ownership; provider affiliation and alignment, including value-based, accountable care, integrated delivery network, and co-management models; freestanding outpatient, urgent, emergency, and community care strategies; medical practice acquisition and management; telehealth implementation and expansion; and bed prioritization systems.

Todd has bought, sold, reorganized, or syndicated health care providers across the United States. He has worked on behalf of tax-exempt and for-profit providers (including in the telehealth, dental, behavioral health, and veterinary subsectors), as well as for private equity and venture capital, domestically and internationally. His experience includes leading major company-wide transactions as well as counseling on health care regulatory matters, including the federal Stark Law, the federal anti-kickback statue and safe harbor regulations, Medicare and Medicaid enrollment, reimbursement and change of ownership, the corporate practice of medicine and fee-splitting, and telemedicine and digital health regulations, including interactions and advocacy with State medical boards.

Todd is a member of the American Health Lawyers Association, American Bar Association (Health Law Section), and the State Bar of Texas (Health and Business Law Sections). He has spoken and written extensively on health industry legal issues.

Experience

  • United Natural Foods obtains $2.6 billion credit facilityJones Day advised United Natural Foods, Inc., a leading distributor of natural, organic, specialty, produce and conventional grocery and non-food products, and provider of support services to retailers in the United States and Canada, in connection with its $2.6 billion secured asset-based revolving credit facility, including a U.S. dollar equivalent of $100 million sublimit for borrowings in Canadian dollars, with Wells Fargo Bank, National Association as administrative agent.
  • City of Hope acquires Cancer Treatment Centers of AmericaJones Day advised City of Hope, a world-renowned, National Cancer Institute (NCI)-designated comprehensive cancer research and treatment organization, in connection with its acquisition of Cancer Treatment Centers of America, a network of oncology hospitals and outpatient care centers across the United States.
  • Webster Bank provides $20 million credit agreement to Allergy & ENT Associates Management LLCJones Day represented Webster Bank, N.A. as administrative agent, lender, and letter of credit issuer, in connection with a new credit agreement with Allergy & ENT Associates Management LLC, a Texas limited liability company and the owner of a network of surgery, allergy, and ENT centers in the United States.
  • Webster Bank provides revolving credit facility to Anasazi Medical Payment Solutions, Inc. d/b/a Advanced Medical Pricing SolutionsJones Day represented Webster Bank, N.A. as administrative agent, lender, and letter of credit issuer, in connection with its credit agreement with Anasazi Medical Payment Solutions, Inc. d/b/a Advanced Medical Pricing Solutions, an Arizona corporation and the owner of a network of providers of healthcare cost management services in the United States.
  • Digital health companies, specialty hospitals, and health systems maintain compliance with multistate requirements through 50-state surveyJones Day is representing digital health companies, specialty hospitals, and health systems in maintaining compliance with multistate requirements through a regularly updated, extensive 50-state survey on state laws and regulations applicable to telehealth activities of physicians and other health care professionals including licensing, establishing patient relationships, provider-to-provider consulting, supervision and delegation among providers, and prescribing and treatment standards.
  • Dallas-Fort Worth based hospital system obtains dismissal of False Claim Act allegationsJones Day represented a Dallas-Fort Worth based hospital system in an investigation of claims asserted by a qui tam relator under the federal False Claims Act.
  • Texas Reproductive Center IVF lab sold to Ovation® FertilityJones Day advised Texas Reproductive Center L.L.C. in the sale of its Texas Reproductive Center IVF lab to Ovation® Fertility.
  • Direct lender provides $76 million senior secured credit facility to leading dental services organizationJones Day advised a direct lender as administrative agent, collateral agent, and sole lead arranger in connection with a $76 million senior secured credit facility consisting of a $46 million initial term loan, $25 million delayed draw term loan facility, and a $5 million revolving credit facility provided to a leading dental services organization located in the New York metro area.
  • Webster Bank provides $17 million credit agreement to U.S. Urology Partners, LLCJones Day represented Webster Bank, N.A., as agent for all lenders, collateral agent, lender, and letter of credit issuer, in connection with a new $17 million credit agreement with U.S. Urology Partners, LLC, the owner of a network of urology practices in the United States, which was used to fund a portion of the borrower's acquisition of a new urology practice and the assets of a urology practice.
  • Webster Bank provides $28 million credit agreement to MyOrthos Holdings, LLCJones Day represented Webster Bank, N.A., as administrative agent, collateral agent, lender, and letter of credit issuer, in connection with a new $28 million credit agreement with MyOrthos Holdings, LLC, owner of a network of orthodontic practices in the United States, which was used to fund a portion of the borrower's acquisition of a new orthodontic practice.
  • Direct lender provides $84 million financing to healthcare companyJones Day advised a direct lender, as administrative agent and sole lead arranger, in connection with a $76.5 million senior secured term loan facility and $7.5 million senior secured revolving loan facility provided to a healthcare company.
  • SPC at the Star sells sports performance business to national operatorJones Day advised SPC at the Star, LLC in connection with the sale of its sports performance, training and fitness business to a national operator of sports performance centers.
  • Telemedicine provider expands telehealth programming in response to COVID-19 public health crisisJones Day represented a telemedicine provider in their expansion of telehealth programming in response to the COVID-19 public health crisis.
  • Children's Health sells clinical sites, takes ownership stake in MD Medical GroupJones Day represented Children's Health in the sale of pediatric primary care clinic assets to Familia Care, Inc. d/b/a MD Medical Group and Topcare Medical Group, Inc.
  • Texas Gulf Coast Veterinary Specialists sold to Veterinary Specialists of North America LLC and its affiliatesJones Day advised Texas Gulf Coast Veterinary Specialists, P.L.L.C. in its sale of substantially all of its assets to Veterinary Specialists of North America LLC and its affiliates, part of the Compassion-First Pet Hospitals network and a portfolio company of Quad-C.
  • Children's Health, Methodist Richardson announce joint operating agreementJones Day advised CHST Holdings 3, LLC in the structuring, negotiation and documentation of a joint operating arrangement whereby Holdings and Methodist Health System (Dallas) will operate a pediatric inpatient unit at Methodist Richardson Medical Center.
  • Health IT company divests lab services businessJones Day represented a health information technology company in the sale of its laboratory services business line to a private equity-sponsored group.
  • Basin Healthcare Center sells assets to Odessa Regional Medical CenterJones Day advised Basin Healthcare Center in the sale of substantially all of its assets to Odessa Regional Medical Center, an affiliate of IASIS Healthcare.
  • CareNow acquired by HCAJones Day advised CareNow, a privately held provider of urgent care, family practice and occupational health services, in its acquisition by an affiliate of Hospital Corporation of America ("HCA").
  • Amarillo Diagnostic Clinic sells practice assets to BSAJones Day advised Amarillo Diagnostic Clinic in the sale of substantially all of its assets to BSA Health System.
    • View All

    March 2022 Newsletters

    Vital Signs: Digital Health Law Update | Winter 2022

    August 2021 Newsletters

    Vital Signs: Digital Health Law Update | Summer 2021

    April 2021 Newsletters

    Vital Signs: Digital Health Law Update | Spring 2021

    February 2021 Commentary

    Recent Changes to the Anti-Kickback Statute’s Personal Services Safe Harbor

    January 2021 Newsletters

    Vital Signs: Digital Health Law Update | Winter 2021

    January 2021 Commentary

    OIG and CMS Modify AKS Safe Harbor and Stark Law Exception for EHR Donations

    January 2021 Commentary

    CMS Finalizes and Clarifies Key Valuation Terms in the Stark Law

    January 2021 Commentary

    New Limited Remuneration Exception and Additional Tools to Ensure Compliance with the Stark Law

    October 2020 Newsletters

    Vital Signs: Digital Health Law Update | Fall 2020

    September 2020 White Paper

    Health Care on the Other Side: Physician Compensation Models in a Post-COVID-19 Landscape
    View All

    Additional Publications

    • June 14-15, 2012
      Putting Pen to Paper: Service Line Co-Management Agreements, Models and Practicalities, coauthor and presenter, American Bar Association Health Law Section in Conjunction with Chicago Medical Society, Physician-Legal Issues Conference
    • May 23, 2012
      Tuomey and Bradford: Lessons for Structuring and Valuing Employed Physician Compensation, coauthor and presenter, Fulbright & Jaworski L.L.P.
    • Jume 20, 2007; July 20, 2005; July 16, 2003
      Texas Legislative Update, coauthor and lecturer, Dallas Bar Association Health Law Section
    • April 4, 2002
      Current Hospital/Physician Relationships, coauthor and lecturer, 14th Annual University of Texas School of Law Health Law Conference Houston
    • Fall 1993
      The Corporate Practice of Medicine in Texas: The Health Care Revolution Presents a Circular View of History, coauthor, State Bar Section Report, Health Law
    • August 2, 1991
      Clarified Regulations Provide Safe Harbor for Joint Ventures, coauthor, The Business Press/Health Care Journal
    • March 22, 1990
      Business Transactions, coauthor, 2nd Annual University of Texas School of Law Health Law Conference Houston

    Speaking Engagements

    • November 7, 2017
      "Digital Health and Telemedicine" - Emerging Tech Breakfast Series, JD Dallas
    • April 6, 2017
      "Key Legal Considerations in Physician and Hospital Relationships" - Texas Medical Center Innovation Institute
    • March 3, 2017
      "Replacing The Affordable Care Act and Changes in Workplace Regulation: Top Priorities for the New Administration and the New Congress" - Trump Roadshow, JD Dallas
    • November 10, 2016
      "Keep Flossing: Root Causes, Good Hygiene and Cyber Insecurity in Health Care" - TechTitans Health Tech/Cybersecurity Joint Forum, JD Dallas
    • November 5, 2015
      "Anatomy of a Healthcare Transaction", Jones Day New Lawyer Group
    • August 19, 2015
      Health System Consolidation and Expansion, Dallas Bar Association, Health Law Section
    • April 16, 2015
      Current Trends in Healthcare Transactions, Association for Corporate Growth DFW Breakfast Panel Program on "Hospital Expansion and Consolidation - Lessons from the Front Line", Annual Meeting of the Members
    • March 6, 2014
      Tuomey Case: Lessons Learned and Implications for Physician Compensation, CFO Roundtable

    Speaking Engagements Prior to Jones Day

    May 16-17, 2012

    The Relationship between Compliance and Total Enterprise Value, panelist, Fifth Annual Southwest Healthcare Transactions Conference

    Dallas, Texas

    May 4, 2011

    Accountable Care Organizations: Structure, Governance and Tax Considerations, co-presenter, Webinar sponsored by Fulbright & Jaworski, L.L.P.

    April 27-28, 2011

    Dealmakers' Hot Topic Update: Healthcare M&A Traps for the Unwary-The Short List of Must Knows, Fourth Annual Southwest Healthcare Transactions Conference

    Dallas, Texas

    February 3-4, 2011

    General Counsel Forum –Current Transactional and Regulatory Issues, 7th Annual Health Law Symposium, sponsored by Fulbright & Jaworski L.L.P.

    Houston, Texas

    May 5-6, 2010

    Deal Risk Management Strategies, panelist, Third Annual Southwest Healthcare Transactions Conference

    Dallas, Texas

    April 20, 2010

    Mixed Messages and Moving On: Health System Strategies With or Without Health Care Reform, co-presenter, webinar sponsored by Fulbright & Jaworski L.L.P. and Cain Brothers

    February 4-5-, 2010

    Health Care Transactions – Valuation Issues
    6th Annual Health Law Symposium sponsored by Fulbright & Jaworski L.L.P.

    Houston, Texas

    September 24, 2009

    Financing IT
    Panelist, The Health Industry Council, North Texas Health & Technology Forum

    July 15, 2009

    Texas Legislative Update
    co-presenter, Dallas Bar Association Health Law Section

    May 20-21, 2009

    Private Equity’s Outlook on the Healthcare Industry Under the Obama Administration
    panelist, 2nd Annual Southwest Healthcare Transactions Conference

    Dallas, Texas

    February 5-6, 2009

    Business Transactions
    5th Annual Health Law Symposium, sponsored by Fulbright & Jaworski L.L.P.

    Austin, Texas

    August 27, 2009

    Another Round of Stark Regulations: The Evolving Landscape of Physician Arrangements
    co-presenter, Fulbright & Jaworski L.L.P. Health Section Teleconference

    June 12, 2008

    Establishing Fair Market Value in Hospital-Physician Arrangements
    Texas Hospital Association Audioconference

    May 30, 2008

    Deal Making Trends Between Not-For-Profit and For-Profit Organizations
    Southwest Healthcare Transactions Conference

    Dallas, Texas

    March 20, 2008

    Business Transactions Update
    Eleventh Annual Tenet Counsel Meeting

    Scottsdale, Arizona

    February 7-8, 2008

    Business Transactions
    4th Annual Health Law Symposium, sponsored by Fulbright & Jaworski L.L.P.

    Austin, Texas

    September 26, 2007

    Fair Market Value Update: A Conversation with the Experts
    Fulbright & Jaworski L.L.P. Health Section Teleconference

    2007
    Medical Law
    Co-Instructor, Elective at the University of Texas Southwestern Medical School

    August 24, 2005

    Joint Venture Update
    Dallas Bar Association Health Law Section

    February 18, 2004

    Specialty Hospital Update
    Dallas Bar Association Health Law Section

    November 4, 2002

    Client Contracts
    Healthcare Billing & Management Association
    Southwest Regional Meeting

    Dallas, Texas

    May 15, 2002

    Summary of Proposed Modifications to HIPAA Final Privacy Regulations
    Dallas Bar Association

    October 25-26, 2001

    Valuation Issues in Healthcare Transactions
    13th Annual Health Law Forum of the Tennessee Bar Association

    Nashville, Tennessee

    September 13, 2001

    Patient Safety * PDAs
    E-Health Expo: What’s Working. The Health Industry Council of the Dallas/Fort Worth Region in collaboration with The DFW Business Group on Health

    April 6, 2000

    Unwinding and Rewinding Physician Practice Affiliations: Selected Legal and Valuation Issues
    12th Annual University of Texas School of Law Health Law Conference

    Houston, Texas

    January 20, 2000

    New Fraud and Abuse Safe Harbors
    Fulbright & Jaworski L.LP. General Counsel Seminar

    Dallas, Texas

    September 1997

    Provider-Sponsored Organizations Gain Favor
    Dallas-Fort Worth Medical News

    February 17, 1997

    The Users and Abusers Guide: Legal Issues for Data
    Healthcare Collaboration Group (Dallas/Fort Worth Hospital Council)
    Managing Managed Care Seminar

    Dallas, Texas

    April 16, 1995

    Access to Medical Records: Mental Health Records, Substance Abuse Records, and Records of ChildrenMedical Educational Services, Inc., Seminar

    Dallas, Texas

    August 22-28, 1994

    State’s Physicians Seek Ways to Organize for Era of Reform
    Tarrant Business

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