Notifying the Attorney General of Covered Health Care Transactions
Under Illinois law, effective January 1, 2024, Section 7.2a of P.A. 103-0526 requires health care facilities and provider organizations to provide notice to the Illinois Attorney General of certain proposed mergers, acquisitions and contracting affiliations at least 30 days prior to the transaction closing or the effective date of the transaction.
The notice requirement provides the Attorney General with information necessary to determine whether an investigation of the proposed transaction is warranted for potential anticompetitive effects that may harm Illinois businesses, consumers or workers, and helps ensure that competition in health care markets across Illinois remains vigorous and robust.
Who is required to provide notice?
The notice requirement applies to health care facilities and provider organizations who are party to a covered health care transaction. All parties to the proposed transaction must provide notice.
Covered transactions between an Illinois health care entity and an out-of-state health care entity must provide notice where the out-of-state entity generates $10,000,000 or more in annual revenue from patients residing in Illinois.
Parties should err on the side of providing notice of proposed transactions. The fact that notification is required is not itself indicative of anticompetitive concerns. To ensure compliance and for a complete list of defined terms and requirements, please review the full text of the Act, which is linked below.
When should the notice be filed?
If a transaction is reportable under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, a copy of the HSR filing must be provided to the Attorney General at the same time as it is provided to the federal government. Otherwise, the notice must be filed at least 30 days prior to the closing or effective date of the proposed transaction. This deadline applies whether the party provides notice by: (i) filing an application for a change of ownership with the Illinois Health Facilities and Services Review Board or (ii) providing the information requested in the Healthcare Transaction Notice Form.
How should the notice be filed?
The method of providing notice varies depending on the transaction, as described below.
- HSR-reportable transactions. Submitting a copy of the HSR filing at the same time it is provided to the federal government satisfies the notice requirement. If your transaction falls within this category, you do not need to submit a Healthcare Transaction Notice Form to the Attorney General. Instead, please email a copy of the HSR filing to HealthTransactions@ilag.gov. After submission, you will receive a reply confirming receipt on or before the next business day.
- Not HSR-reportable, change of ownership application required. For any health care facility that is party to a covered transaction, the notice requirement is satisfied when the health care facility files an application for a change of ownership with the Illinois Health Facilities and Services Review Board, in compliance with the Illinois Health Facilities Planning Act. If your transaction falls within this category, you do not need to submit a Healthcare Transaction Notice Form to the Attorney General. The Health Facilities and Services Review Board is required to notify the Attorney General.
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All other covered transactions. For all other covered transactions not described by (1) or (2), the notice requirement is satisfied by providing the information requested in the Healthcare Transaction Notice Form.
Please download the form below and use Acrobat Reader to complete. Click the SUBMIT button at the end of the form and an email to our inbox HealthTransactions@ilag.gov. will be automatically drafted for you to send.
The email inbox has a file size limit of 40MB. Please break up files that are larger than 40MB and send them in separate emails. After submission, you will receive a reply confirming receipt on or before the next business day.For questions, please contact the Attorney General’s Office at HealthTransactions@ilag.gov
Confidentiality
Information included in the Healthcare Transaction Notice Form filed with the Attorney General’s Office, and information voluntarily produced to the Attorney General for purposes of an antitrust investigation, shall be treated as if produced pursuant to a subpoena to maintain confidentiality. This information is exempt from Freedom of Information Requests.
Other Submission Requirements
Health care entities may also be required to submit information to other state or federal authorities. If planning a transaction, you are advised to contact all relevant authorities to understand requirements related to your transaction. The list below includes some of the other authorities that may have requirements related to certain health care transactions:
- The Illinois Health Facilities and Services Review Board
- Illinois Attorney General Charitable Trust Bureau
- Federal Antitrust Premerger Notification Program
Some health care facilities are subject to the requirements of the HFSRB.
Charitable organizations, including not-for-profit hospitals, are required to register with the Attorney General’s Office and complete annual reporting.
Under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, certain transactions require filing a premerger notification with the Federal Trade Commission and or United States Department of Justice.