The American Health Law Association published a briefing co-authored by Member Megan Preusker, which explores the unique considerations underlying the regulatory approval process in a distressed health care transaction, such as timing and liquidity constraints. The article also outlines strategies for how counterparties can navigate these complexities. 

“A buyer’s timeline for obtaining regulatory approvals is vitally important in a distressed situation because the seller typically has limited liquidity,” the authors write. "If approvals are not obtained by the agreed-upon end date and the buyer is unable or unwilling to close, the seller typically has a right to terminate the purchase agreement and may be entitled to retain the deposit as compensation for the delay. Alternatively, some buyers negotiate for this right and may have their deposit returned.”   

Source

American Health Law Association