Merger Glossary

Acquisition (per CHAPA law) – any acquisition by a person of an ownership or controlling interest in a nonprofit hospital, whether by purchase, merger, lease, joint venture, transfer, gift, or otherwise

CHAPA – Community Health Care Assets Protection Act (N.J.S.A. 26:2H-7.10 et seq.), governs nonprofit hospital transactions
CMS – Center for Medicare and Medicaid Services

CN – Certificate of Need (N.J.A.C. 8:33), NJ Department of Health Commissioner approval needed to open, close, or sell hospitals, or change services offered in hospitals (does not cover nonprofit mergers/affiliations where no money is exchanged). In some states this is known as a CON

DOH – Department of Health

FTC – Federal Trade Commission, investigates mergers that may violate federal antitrust laws. Section 7 of the Clayton Act prohibits mergers and acquisitions when the effect “may be substantially to lessen competition, or to tend to create a monopoly,” generating anti-competitive conditions

LOI – Letter of Intent, filed by the merging parties giving a general outline of expectations of the two merging entities

MOA – Memorandum of Agreement, filed by the merging parties giving a general outline of expectations of the two merging entities

OAG – Office of the Attorney General

OPRA – Open Public Records Act, New Jersey’s state equivalent to the federal Freedom of Information Act (FOIA), where anyone can file a request for state documents (NJSA 47:1A et seq.)

 

 

 

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