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Global rules on foreign direct investment (FDI)
Cross-border acquisitions and investments increasingly trigger foreign direct investment (FDI) screening requirements.
United States | Publication | May 2023
On May 3, 3023, New York State enacted a law that will require health care entities to provide written notice, with supporting documentation, to the State Department of Health (DOH) of "material transactions" at least 30 days before closing.1 Copies will be provided to the antitrust, health care and charities bureaus of the office of the New York Attorney General. During this 30-day period prior to closing, the DOH will post on its website for public comment a summary of the proposed transaction and its likely impact. However, this law does not require parties to receive the DOH's approval before closing.
This legislation follows other states that have been considering additional notification requirements for health care transactions (on top of the federally required HSR filing, where applicable). For example, California, Connecticut, Massachusetts, Nevada, Oregon, and Washington have passed laws requiring notice to state authorities and/or expanding the scope of their review process. Similar laws are currently pending in Illinois, Maine, Minnesota, and North Carolina. The New York law was enacted in an effort to address private equity investment in health care, which the legislature states is subject to less regulation and oversight than other health care delivery structures.2
This notice requirement, which will go into effect on August 1, 2023, applies to health care entities such as a physician practice, group, or management services organization or similar entity providing all or substantially all of the administrative or management services under contract with one or more physician practices, provider-sponsored organization, health insurance plan, or any other kind of health care facility, organization or plan providing health care services in New York.3 The law excludes authorized/licensed New York insurers and pharmacy benefit managers.
The law defines a "material transaction" as any of the following, occurring during a single transaction or in a series of related transactions that take place within a rolling twelve month time period:
However, certain transactions are excluded from this notice requirement:
Written notice must include and/or identify:
Failure to notify the DOH will be subject to civil penalties, and each day the violation continues will constitute a separate violation.
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Cross-border acquisitions and investments increasingly trigger foreign direct investment (FDI) screening requirements.
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On February 2, 2024, the Belgian Presidency of the Council of the European Union confirmed that the Committee of Permanent Representatives had signed the Artificial Intelligence (AI) Regulation, referred to as the AI Act. Approval by the EU Parliament followed on 13 March 2024, and the AI Act is likely to appear in the EU’s Official Journal around May 2024. The AI Act aims to establish a stringent legal framework governing the development, marketing, and utilisation of artificial intelligence within the region, thereby marking a significant advancement in the regulation of this burgeoning domain.
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The private credit market and direct lending have grown and diversified immensely in the past decade, offering alternative sources and terms of debt compared to those historically provided by the syndicated leveraged loan and public issuance markets. Consequently, they are fast becoming pivotal components in the capital ecosystem, so much so that the Bank of England consider that the private credit market is currently responsible for approximately $1.8 trillion of debt issuance, which is four times its size in 2015. This growth has been particularly pronounced in Europe and the US but there has also been significant activity in Asia.
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