Michael D. Sutton

Overview

Michael D. Sutton is an associate in the Corporate Practice Group in the firm's Dallas office. He is a member of the Digital Health Team and the lead associate for the Health-e Law podcast.

Healthcare Privacy, Digital Health, & Data Usage

Michael takes on the most cutting edge and disruptive areas of practice, blending healthcare, technology, and legal compliance into his daily workload. In particular, Michael focuses on HIPAA and privacy related regulations and their interplay with technological developments both inside and outside of the healthcare and consumer spaces. Similarly, Michael is well versed in negotiations centered on data usage and derivative ownership rights. He maintains significant experience in guiding clients seeking to market or integrate technological innovations, such as ordering and support platforms, remote patient monitoring tools, electronic medical record systems, artificial intelligence, and other offerings centered on collecting, storing, and transmitting patient data to support care, reimbursement, and related activities.

Michael supports clients as they navigate a complex web of emerging regulations in the digital healthcare space, tackling artificial intelligence, webtracking, information blocking, offshoring, de-identification, and other next-gen workstreams. He has managed investigations, worked to resolve active breach incidents, and advised clients regarding a range of healthcare privacy and technology oriented matters. Michael also supports clients in developing compliant and innovative approaches to navigating HIPAA and other healthcare privacy laws to ensure client objectives are achieved in alignment with all legal and regulatory requirements.

Healthcare Regulatory Compliance & Operations

Michael provides comprehensive healthcare regulatory services in support of a range of healthcare industry participants, such as investors, managed care organizations, health plans, medical groups, hospitals, long-term care facilities and operators, medical device retailers, among others. In particular, Michael has tackled operational and contractual negotiations, licensing and compliance, fraud and abuse considerations, and numerous other healthcare regulatory matters. He also enjoys significant drafting and negotiating experience specific to provider and payor contracts, including arrangements with risk-based, performance-based, and value-based components. Michael also assists with regulatory due diligence in transactions, covering everything from mergers and acquisitions to service relationships.

Transactions & Negotiations

Beyond the operational space, Michael supports a range of transactions, including acquisitions of or investments in tech companies, healthcare providers, and related systems. Michael also guides negotiations related to software and service relationships, particularly within the healthcare space. He also works to identify areas of vulnerability in targets and to establish creative solutions to address them.

Education & Background

Michael earned his J.D. from the University of Arkansas School of Law, where he graduated first in his class. He served as articles editor for the Arkansas Law Review, was a Charles Thomas Pearson Fellow, and was a member of the Board of Advocates, Military Law Society and Business Law Society. He received a B.A. in History from Ouachita Baptist University.

Before attending law school, Michael served as a military police officer in the U.S. Air Force Reserve, performing installation security activities, law enforcement, and weapons training. He also supported Operation Key Resolve in South Korea.

Experience

HIPAA & Privacy Operations

Represented range of clients in improving and establishing HIPAA compliance programming, including development of customized policies and procedures, training materials, template agreements, and related key compliance measures
Managed investigations surrounding suspected breaches involving patient and other confidential information, including resolution of government investigations.
Guided negotiations in collaboration or service relationships to ensure appropriate and compliant use of data to support operational goals, including arrangements with ordering and support platforms, remote patient monitoring tools, professional service arrangements tied to outcome metrics, electronic medical record systems, and other offerings centered on collecting, storing, and transmitting patient data to support care and innovation.
Negotiated numerous Business Associate Agreements, Data Use Agreements, and data use terms in a variety of contractual arrangements.
Reviewed and analyzed data architectures in complex corporate structures to assess compliance and potential avenues for maximizing data accessibility and use, such as through use of affiliated cover entity or organized healthcare arrangement designations, among other pathways.
Managed HIPAA and related privacy diligence for numerous transactions, supporting clients in identifying and mitigating material points of exposure.
Assessed use of tracking technologies to ensure compliance and risk reduction.
Navigated negotiation of contractual arrangements with cloud service providers and vendors relying on cloud-based technologies.
Advised clients in navigating and addressing information blocking hurdles.
Implemented data-as-an-asset programming for a range of healthcare industry players to support legal and ethical use of data to maximum potential.
Supported clients in responding to numerous subpoenas requesting release of patient information to ensure compliance with HIPAA and state medical privacy laws.
Advised clients in assessing application of and compliance with 42 C.F.R. Part 2 and other laws focused on sensitive patient information, such as records relating to substance use disorder treatment.
Analyzed arrangements implicating potential offshoring restrictions and hurdles.

Healthcare Regulatory Operations

Managed and supported healthcare regulatory diligence for numerous transactions associated with investments in, or acquisitions of, health systems, hospitals, ambulatory surgical centers, physician practices, dental practices, med spas, health plans, among numerous others.
Provided extensive guidance to hospitals, ambulatory surgical centers, long-term care facilities, home health providers, behavioral health providers, and other providers regarding day-to-day operational matters.
Advised range of providers in navigating a variety of arrangements to assess exposure to the Stark Law, the Anti-Kickback, fee splitting laws, and related civil money penalty law violations.
Drafted and revised policies and procedures for long-term care facilities and operators to address extensive changes of conditions of participation.
Secured numerous licenses for a variety of providers, including hospitals, ambulatory surgical centers, clinics, behavioral health providers, and long-term care facilities.
Facilitated numerous changes in ownership for a variety of providers by furnishing legal guidance and interpretation, completing necessary forms, and corresponding with the appropriate state agencies as necessary.
Completed numerous Medicare enrollments for a range of provider types as well as updates to previous enrollments and related activities.
Completed numerous Texas Medicaid enrollments for group and performing providers, including management of development phase.
Performed independent review organization services by analyzing numerous provider and services agreements, leases, and other related arrangements to verify compliance with Corporate Integrity Agreement, Anti-kickback Statute, the Stark Law, and other pertinent federal and state laws.
Advised behavioral health providers regarding participating provider agreements.
Advised hospital regarding certain gainsharing arrangements to assess exposure to Anti-Kickback and related civil money penalty law violations.
Represented hospital in relocation and rebranding initiatives by facilitating extensive updates to state and federal licenses, accreditations, permits, radioactive material registrations, and numerous other action items.
Furnished guidance to a range of providers by interpretating COVID-related authorities, addressing such areas as reporting requirements, screening protocols, the Hospitals Without Walls program, visitation, licensing matters, and numerous other topics.
Advised private investors regarding compliance with state group purchasing organization regulations and requirements to ensure operational compliance.
Represented a variety of providers in negotiating and executing numerous benefit plan agreements, participating network provider agreements, and other payor agreements tied to managed care organizations and health maintenance organizations.
Advised long-term care facilities regarding revisions to and enforceability of arbitration agreements.
Advised various providers regarding telehealth and related supervision laws and regulations in numerous states, including in many instances COVID-related waivers and guidelines.
Advised various providers regarding corporate practice of medicine concerns in numerous states.
Advised hospital regarding treatment of unclaimed patient credit balances.

Healthcare Services Agreements & Other Arrangements

Negotiated extensive number of Administrative Services Agreement and Management Services Agreements, with emphasis on healthcare regulatory concerns such as the corporate practice of medicine, fee splitting, fraud and abuse, among other critical areas of compliance.
Negotiated numerous software-as-a-service arrangements and licenses for services in or otherwise impacting the healthcare space.
Represented numerous long-term care facility operators in execution of various vendor agreements and other operational arrangements.
Represented hospital in facilitating emergency services agreement and advised through request for proposal process.
Represented hospital in securing anesthesiology services agreement and advised through request for proposal process.
Represented hospital in facilitating practice analysis and strategy services agreement and advised through request for proposal process.
Represented hospital in negotiation and execution of performance partnership service agreement regarding laboratory process improvement optimization services.
Represented various providers in negotiating and executing employment and professional services agreements and medical director agreements.
Represented various providers in resolving and negotiating exits to non-compete agreements and related provisions.
Represented health network in negotiating and executing affiliation agreement with university.

Healthcare Acquisitions

Represented Clayton, Dubilier & Rice (CD&R), a private investment firm, in connection with its strategic partnership with Elevance Health, Inc.
Represented PSN Group LLC, a high growth system of in-network ambulatory surgical centers and surgical hospitals with respect to a $165 million strategic commitment by BTG Pactual Strategic Capita.
Represented investor entity in acquisition of physical therapy platform in Maryland, New Jersey, and Pennsylvania with a value in excess of $150 million.
Represented mental health service platform in negotiating investment with a value in excess of $28 million.
Represented investor entity in $10 million acquisition of primary care practice in Texas.
Represented real estate investment trust in acquisition of over 100 properties associated with dental practices, facilitating numerous negotiations.
Represented investor entity in acquisitions of dental practices with values in excess of $15 million.
Represented seller in $1.5 million acquisition of primary care practice in Oklahoma.
Represented investor entity in $4 million acquisition of primary care practice in Texas.
Represented investor entity in $34 million acquisition of home health provider entities in Michigan and Ohio.
Represented investor entity in pursuing acquisition of home health provider entities in Rhode Island.
Represented investor entity in negotiating and executing $6 million acquisition of urgent care entities and related assets.
Represented investor entity in $4 million acquisition of majority interest of ambulatory surgical center.
Represented investor entity in facilitating $6 million acquisition of majority interest of management services organization.
Represented private investors in acquisition of stock in group purchasing organization.
Represented private investors in acquisition of 9 long-term care facilities in Arkansas with components financed through HUD insured loans.
Represented private investors in acquisition of 2 long-term care facilities in Arkansas with components financed through HUD insured loans.
Represented private investors in numerous acquisitions of membership interests in various long-term care facility operators and asset holding entities.
Represented investor entity in negotiating and preparing documents for acquisition of dialysis infusion provider entity.
Reviewed and analyzed managed care, professional services, leases, and other related contracts in facilitating $1 million purchase of substantially all of the assets of an acute care hospital in Kentucky.
Represented private investors and entities in numerous asset purchases and lease arrangements associated with long-term care facilities.

Healthcare Corporate Governance Activities

Drafted numerous operating agreements and bylaws for various business organizations, including amendments and other related documents.
Drafted extensive consents, resolutions, and other instruments to memorialize and facilitate company actions.
Advised numerous business entities regarding corporate governance matters, including, but not being limited to interpretation of operating agreements and bylaws, transfers of membership interests, and other action items necessary to facilitate desired actions.

Healthcare Litigation Activities

Represented national reproductive health care provider in action against State of Arkansas challenging termination of Medicaid Provider Agreement and incorporating related civil claims, including motions submitted before the Arkansas Supreme Court.
Represented hospital in suit against neurosurgeon alleging breach of contract with ramifications tied to trauma level designation.
Defended cosmetic surgeon from claims surrounding confidential patient information asserted after a contentious separation from a physician group.
Defended oncology group in quit tam lawsuit alleging impropriety of certain billing practices and represented group in countersuit against competing oncology group alleging certain anti-trust violations.
Defended hospital in proposed class action raised by beneficiaries of certain insurance plans alleging inappropriate billing practices by hospital.
Represented hospital in suit against physician alleging a breach of employment agreement and non-competition provision, including motions submitted before the Arkansas Court of Appeals and the Arkansas Supreme Court.
Represented physician group in asserting numerous civil claims against national healthcare system alleging interference with business expectancies and other related matters.
Represented numerous long-term care facilities in early stages of lawsuits alleging professional negligence.
Represented private investors in suit against previous owners of mobile electroencephalogram provider entities where billing practices that comprised the core value of the entities were alleged to have violated state and federal laws by federal officials.
Facilitated collections efforts on behalf of long-term care facilities and related arbitrations.

Other Activities

Represented numerous business and individuals in civil actions surrounding business disputes involving several actions before the Arkansas Court of Appeals and the Arkansas Supreme Court, as well as various Federal Courts.
Pro bono representation of child with special needs asserting claims against school district for violations of the Individuals with Disabilities Education Act, the Rehabilitation Act, and the Americans with Disabilities Act, including presentation of oral argument before the Eighth Circuit Court of Appeals.