Mississippi non-compete enforcement and earn-out exposure
Enforceable with blue-pencil modification available
"An LOI is permission to look under the hood. Nothing more."
Physician practice acquisitions carry a regulatory layer that standard business transactions do not. Corporate Practice of Medicine rules, Medicare and Medicaid provider number transfers, Stark Law compliance, and payor credentialing timelines all affect whether a deal closes cleanly and the practice keeps running. Our Olive Branch medical practice attorneys guide physicians buying and selling practices across Logistics, Manufacturing, Healthcare and the healthcare sector, with Managing Partner Alex Lubyansky personally involved in every engagement.
Share the basics. Alex reviews every inquiry personally.
Your transaction details are under review. If there is alignment, we will be in touch.
Meanwhile, feel free to call us directly at (248) 266-2790
Alex Lubyansky handles medical practice acquisition law work for buyers and sellers in Olive Branch and across the country. Here is what that looks like:
We work best with people who know what they want and are ready to move:
Tell us what you are working on. We respond within one business day.
Your transaction details are under review. If there is alignment, we will be in touch.
Meanwhile, feel free to call us directly at (248) 266-2790
A structured, methodical approach to medical practice acquisition law
We assess the CPOM posture, Stark and AKS exposure, CON requirements, and Medicare and Medicaid provider number transfer mechanics for your specific transaction before any term sheet is signed.
Managing Partner Alex Lubyansky structures the acquisition to respect CPOM limits, optimize risk and tax treatment, and where needed designs an MSO or friendly-PC arrangement that preserves clinical independence while delivering the economic deal.
We conduct diligence across payor contracts, Medicare and Medicaid enrollment, compliance program maturity, malpractice history, physician employment agreements, and patient volume concentrations to surface risks before closing.
We negotiate the purchase agreement, physician employment or non-compete terms, transition services arrangement, and earnout provisions tied to clinical performance metrics specific to the practice type.
We coordinate CHOW filings, payor credentialing timelines, and post-closing integration to ensure patient care and reimbursement continue without interruption from day one of your ownership.
We don't take every matter. Here is what happens when you reach out.
Alex reviews your transaction details personally. No intake coordinators, no junior associates screening your submission.
We evaluate whether your deal aligns with our practice. Not every matter is a fit, and we will tell you directly if it is not.
If there is alignment, Alex schedules a direct call to discuss your transaction, timeline, and objectives.
Before any work begins, you receive a written engagement letter with defined scope, timeline, and fee structure. No surprises.
Alex Lubyansky handles every medical practice acquisition law engagement personally.
15+ years of M&A experience. Nationwide. One attorney on every deal.
We review every transaction inquiry within one business day.
Your transaction details are under review. If there is alignment, we will be in touch.
Meanwhile, feel free to call us directly at (248) 266-2790
Use these before you call any firm, including ours.
At many firms, a partner sells the work and a junior associate does it. Ask for the name of the attorney who will draft and negotiate your documents.
Volume indicates current, active deal experience, not just credentials from years ago.
A $500K SBA acquisition and a $50M PE deal require different skill sets. Make sure the attorney has handled transactions similar to yours.
M&A transactions require a team. Your attorney should work with your other advisors, not in a silo.
Reps, warranties, and indemnification claims surface months after closing. Ask whether the firm handles post-closing litigation or refers it out.
Ask how the engagement is scoped, what is included, and what factors drive cost increases. Defined scope with a retainer gives the clearest cost picture.
Common questions from Olive Branch clients
Submit your transaction details for a preliminary assessment by our managing partner
Submit Transaction DetailsSubmit transaction details and Alex will respond directly.
Your transaction details are under review. If there is alignment, we will be in touch.
Meanwhile, feel free to call us directly at (248) 266-2790
Memphis's M&A market is defined by its status as America's logistics capital, home to FedEx's global hub and one of the nation's busiest cargo airports and inland ports. This logistics infrastructure has spawned hundreds of warehousing, freight brokerage, and third-party logistics companies in the $2M-$30M range that are prime acquisition targets. Beyond logistics, Memphis drives deal activity in healthcare (St. Jude Children's Research Hospital, Methodist Le Bonheur), food and agriculture, and a growing music and entertainment services sector.
Memphis offers strong deal flow in logistics and distribution, with the FedEx ecosystem creating a continuous pipeline of founder-owned businesses reaching acquisition scale. Healthcare deals are competitive due to institutional buyer interest, but logistics and industrial businesses trade at reasonable multiples with predictable cash flows.
Memphis's logistics infrastructure is a moat: acquiring a distribution or freight business here means access to FedEx's global hub, four Class I railroads, and America's fourth-largest inland port, creating operational advantages that are nearly impossible to replicate. Tennessee's lack of state income tax on wages adds immediate bottom-line value to acquisitions.
Tennessee enforces non-compete agreements under a reasonableness analysis and recently enacted the Tennessee Lawful Employment Act requiring E-Verify compliance, which acquirers must factor into workforce due diligence; the state has no bulk sales act, but Tennessee's franchise and excise tax obligations transfer with going-concern business sales and require careful clearance.
Enforceable with blue-pencil modification available
Entity mergers and conversions require filing with the Mississippi Secretary of State. Bulk sales compliance requires creditor notification. Annual reports are required. Gaming acquisitions require Mississippi Gaming Commission approval.
The Mississippi Bar (mandatory unified bar). Unified/integrated bar. Membership required to practice law in Mississippi.
Bar association websiteFederal districts: N.D. Miss., S.D. Miss.
Business court: No dedicated business court division. Commercial disputes proceed through general civil courts.
Mississippi M&A activity is modest in volume, concentrated in agriculture, energy, healthcare, and casino gaming; the Natchez Trace corridor generates some manufacturing deal activity.
Watchpoints
These are the items we see derail medical practice acquisition law transactions in the Olive Branch market. Each one is rooted in current statutory law, recent legislative changes, or recurring patterns from the deals Alex has handled.
Enforceable with blue-pencil modification available
"An LOI is permission to look under the hood. Nothing more."
Securities regulated by Mississippi Secretary of State Securities Division (sos.ms.gov). Mississippi follows the Uniform Securities Act; Blue Sky notice filings required for Reg D. Mississippi has no non-compete statute; enforceability governed by common law.
The conversation you're avoiding today becomes the lawsuit you're defending tomorrow.
In-depth guides to help you prepare for your transaction
Full-service M&A counsel from letter of intent through closing.
Read guideA structured approach to legal, financial, and operational due diligence.
Read guideUnderstanding the binding and non-binding elements of each document.
Read guideCommon deal-killers and how experienced counsel helps prevent them.
Read guideAcquisition Stars represents clients across Mississippi and nationwide. Alex Lubyansky handles every engagement personally.
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"Buying a business is equally attractive right now, if not more attractive, than investing in more traditional means. A Vanguard index fund is a fantastic investment. It's stable. It's calm. It's predictable. Few fires, and you know what you'll get over the long haul. But for a certain personality type, acquisition gives you something an index fund can't... not just from a return perspective, but from a lifestyle one. Folks with a proper deal team and proper guidance are finding businesses, cash flowing them, and minimizing the time they spend running them over the long term. It's not perfect. It's not easy. It's not hands off. But it is manageable once you've developed your teeth in the field. That's why you're seeing people get into the space who traditionally wouldn't have done so."
15+ years of M&A and securities transaction experience Senior counsel on every engagement Admitted in Michigan, practicing nationwide
Reviewed by Alex Lubyansky on . Read full bio
Alex Lubyansky handles every engagement personally. Tell us about your transaction and we will let you know if there is a fit.
Tell us about your deal. We review every submission and respond within one business day.
Your transaction details are under review. If there is alignment, we will be in touch.
Meanwhile, feel free to call us directly at (248) 266-2790
One attorney on every deal. Nationwide. 15+ years of M&A experience.