Health-care law insider has a bedside background

In a city filled with health-care lawyers who toil for hospitals and drug companies or, alternatively, devote their practices to suing those institutions, Susan Hendrickson has a distinctive resume.

She started her career more than 30 years ago as a registered nurse, practicing first in a psychiatric hospital in Massachusetts and later on home health-care visits. But she was soon bitten by the law bug, enrolled in Seton Hall University Law School, and after graduation took a job with the New Jersey Attorney General's Office under Gov. Tom Kean.

There she handled legal work for the state Department of Health and eventually was promoted to a job in which she passed judgment on hospital and nursing-home expansions.

Now she is a top health-care partner at Dechert L.L.P., helping to hammer out multibillion-dollar mergers and acquisitions of health-care companies. Where once Hendrickson was a health-care regulator, she now is on the other side, pleading her case before government officials.

Often the big health-care transactions handled by Dechert lawyers require regulatory approval, and Hendrickson must convince regulators that the public would benefit. With her background as a nurse and health regulator, she may be uniquely qualified for this.

"I feel their pain," she says, smiling, of regulators she huddles with as they review big health-care deals.

Hendrickson and other Dechert lawyers represent Ventas Inc., a real estate investment trust, in its planned acquisition of assisted-living facilities and retirement communities from Atria Senior Living Group in a $3.1 billion transaction. She also represented Universal American Corp. in the sale of its Medicare prescription-drug business to CVS Caremark Corp., a $1 billion-plus deal that was announced Dec. 31.

All of this is a far cry from the health-care practice Hendrickson embarked on when she joined Dechert about 20 years ago. Then, health-care law was more of a niche, and centered on advising institutional clients on strategies for navigating the regulatory shoals.

Often this had to do with facilities expansions.

But in recent years, while the regulatory side has remained important, it also has evolved into a transactional practice, in which giant for-profit health-care chains buy and sell assets in transactions worth billions of dollars.

Hendrickson says health-care transactions tend to be more complex than other business mergers or acquisitions because they regularly involve public funds and oversight by government agencies that must give their approval.

While deal makers push to get over the finish line as soon as possible to maximize the economic benefits, regulators are on a different clock, says Hendrickson, and knowing how to help speed the process is key to making big health-care deals work.

Thus, as part of the Ventas transaction, Hendrickson traveled to Sacramento to work out with California regulators a streamlined process for their review of the transaction. California regulators had to weigh in because Atria, of Louisville, Ky., had 25 assisted-living facilities in California.

"Keeping an eye on the regulatory world is a good thing when you are structuring a transaction," she says. "Time is money, and when people are doing a deal they are anxious to get across the finish line."

When Hendrickson isn't doing big health-care deals out of Dechert's office in Princeton or its headquarters at Cira Centre in University City, she likes to garden at her Princeton home, where she lives with her husband, or go skiing.

But for all the adrenaline that is generated in multibillion-dollar transactions, Hendrickson says, she finds her unpaid, pro bono work on behalf of a novel health-information network in Camden to be particularly satisfying.

Hendrickson and other Dechert lawyers and staff handled the legal work involved in establishing the Camden Health Information Exchange, which is touted as a powerful new tool in the battle to control spiraling health-care costs.

The program, profiled in the Jan. 24 issue of the New Yorker, aims to reduce costs by improving services for the system's heaviest users.

The theory is that costs will decline overall if the sickest and costliest people in the system get better care at the outset, causing them to use the system less over time.

The representation came to Dechert serendipitously when an associate at the firm heard through a faculty contact at the University of Pennsylvania that the program needed legal help.

Hendrickson and her colleagues set about the task of helping the program draft bylaws, review contracts with vendors, and establish terms for sharing medical records with the city's hospitals, an enormously complicated task.

That the program is up and running is due in no small measure to the lawyers' pitching in free of charge. The work didn't generate revenue for the firm, but Hendrickson says it was some of the most satisfying she ever has done.