G. Kirk Domescik is the managing partner of the firm's Atlanta office. He concentrates his practice in the areas of healthcare and corporate law, with particular emphasis on mergers and acquisitions, private equity, company organization and governance, including preparation of operating agreements and shareholder agreements, general corporate counseling and other transactional matters. Mr. Domescik has particular experience in drafting and negotiating licensing, management, distribution, supply and employment agreements and in representing inception-stage companies in obtaining venture capital funding using a variety of financing alternatives. He also frequently advises privately-held companies on corporate governance matters.
Mr. Domescik also has substantial experience in advising physician practice groups and other healthcare providers on operational issues affecting their businesses and a variety of healthcare transactional and regulatory matters. He has particular experience in the acquisition and divestiture of assisted living facilities and skilled nursing facilities and related financing arrangements. Mr. Domescik frequently advises healthcare providers on the impact of the Stark law and fraud and abuse laws.
- Represented a physician practice specializing in ophthalmology and optometry services in its sale to a private-equity backed ophthalmology management services organization for cash and rollover equity.
- Represented a Colorado nonprofit community health care system in the acquisition of a multi-specialty physician practice group consisting of over 25 physicians.
- Represented a physician practice specializing in ENT and allergy services in its sale to a private equity firm for cash and rollover equity.
- Represented community-based hospital ownership and management company in a series of transactions involving the acquisition of three separate hospital campuses located in Chicago, IL, a joint venture for the acquisition of 22 free-standing emergency departments in Dallas, TX and the restructuring and refinancing of the client’s entire portfolio in three major markets in the U.S.
- Represented an owner/operator of three skilled nursing facilities in a joint venture and sale transaction with the largest hospital and health system in the State of New Jersey.
- Represented an owner/operator of hospital systems in the purchase of a medical campus consisting of an operating hospital and a four-story medical office building located in Dallas, Texas.
- Represented a national developer and manager of diagnostic imaging facilities in a joint venture transaction for the ownership and operation of two free-standing diagnostic imaging facilities located in Tupelo, Mississippi.
- Represented the chief executive officer and chairman of the board of an industrial furnace manufacturer in the buyout of the remaining shareholders of the company.
- Represented an international security company in the sale of the equity interests of its subsidiary providing residential-based juvenile services in Florida, Texas and Tennessee to a Florida-based private equity firm.
- Represented investment group in its acquisition of a majority equity stake in an IP communications and managed cloud networking services company.
- Counsel to national developer and manager of diagnostic imaging facilities in multiple joint ventures with hospital systems, as well as in its acquisition of independent diagnostic imaging facilities.
- Represented teleneurology company in the sale of 100% of its equity to a national telemedicine company.
- Represented franchisee and operator of rent-to-own furnishings and electronics business in its acquisition of the assets of over 100 retail locations throughout the southeast United States for aggregate consideration of more than $50,000,000.
- Counsel to venture capital firm in investments in technology companies.
- Represented investor group in the acquisition of the assets and operations of daily fee golf course, including the assumption of a ground lease for the golf course property.
- Closed on behalf of HPI Direct, Inc., a company specializing in the design, manufacture and distribution of uniforms and corporate apparel, the sale of substantially all of its assets to Superior Uniform Group, Inc. (NASDAQ: SGC), for aggregate consideration in excess of $32.5 million.
- Represented physician practice group specializing in ophthalmology in its acquisition of substantially all of the assets of an optometry practice, including the acquisition of the building and real estate owned by the optometry practice.
- Represented investor group in acquiring all of the equity in a holding company that owns and operates two restaurants/bars in Athens, Georgia.
- Counsel to multiple investment groups in their acquisition of assisted living facilities and skilled nursing facilities.
- Represented developer of solar energy systems in the development and construction of numerous photovoltaic solar power plants in the United States, Uruguay and Kenya including the preparation of all relevant documents for the offering of securities of the entity that owns and operates the solar power plants.
- Represented three separate large cardiology groups consisting of interventional and non-interventional cardiologists in the sale of substantially all of their assets to nonprofit health systems located in Dallas, Texas.
- Represented international security company in the sale of the equity interests of its subsidiary providing tracking and status monitoring of offenders through electronic technologies throughout the United States.
- Closed on behalf of Global Management Technologies Corporation (GMT), a workforce-management software company, the sale of its stock to a subsidiary of Verint Systems, Inc. (NASDAQ:VRNT) for an undisclosed sum.
- Represented commercial furniture rental and event-planning company in multiple acquisition transactions, including the purchase of certain assets of a furniture design and manufacturing company as part of a 363 sale of assets pursuant to seller's bankruptcy proceeding and the acquisition of substantially all of the assets of two event-planning companies.
- Represented international security company in its acquisition of substantially all of the assets of a company providing residential treatment program for youth in the state of Florida.
- Represented international security company in a reorganization transaction involving certain of its U.S. subsidiaries pursuant to Section 368(a) of the Internal Revenue Code, and which included several mergers and other corporate restructuring transactions.
- Represented ophthalmology physician practice in the development of an ambulatory surgery center, including obtaining an exemption to the Georgia certificate-of-need laws for construction of such facility.
- Represented the subsidiary of a UK-based mobile content and communication services provider in a limited private securities offering, including the preparation of a private placement memorandum and other offering documents.
- Represented international software company in the sale of its cash forecasting software assets to a publicly traded software company.
- Represented an international temporary and contract staffing company in the sale of the assets of its U.S. subsidiary specializing in utility technical services.
- Represented international security company in the acquisition of the alcohol and other electronic monitoring equipment division of a California-based security company.
- Represented a leading provider of after-market warranty products and services for owned and leased motor vehicles in the sale of a majority equity stake to a global private equity firm for aggregate consideration of in excess of $50 million.
- Represented international security company in the sale of the assets of certain divisions based in the United States involving consideration is excess of $60 million.
- Represented an international temporary and contract staffing company's U.S. subsidiary in the $50 million asset sale of its credit and accounts receivable management services subsidiary to Sterling National Bank.
- Represent an international temporary and contract staffing company in several corporate reorganization transactions, including international tax planning and the corporate restructuring of its U.S. subsidiaries.
- Represented medical oncology practice group in an asset and real estate transaction involving the acquisition of a radiation oncology center.
- Represented software developer in the purchase and sale of capital stock of the subsidiary of a publicly traded company that develops educational software.
- Represented privately held company managing and developing ambulatory surgery centers in its merger with the subsidiary of a publicly traded company and involving aggregate merger consideration in excess of $30 million.
- Represented a physician practice group specializing in emergency medicine, emergency critical care and related services in the sale of 100% of its common stock to a leading provider of physician-led services, ambulatory surgery center management, post-acute care and medical transportation.
Areas of Practice
- Corporate and Business Law
- Mergers and Acquisitions
- Joint Ventures
- Private Equity/Venture Capital
- Services for Private Companies
- Corporate Governance
- Healthcare Law
- Mergers and Acquisitions
- Physician Group Practices
- Hospital-Physician Relationships and Joint Ventures
- Diagnostic Imaging Facilities
- Assisted Living and Skilled Nursing Facilities
- University of Georgia School of Law, J.D., cum laude, 1994
- Duke University, B.A., 1990
- Duane Morris LLP
- Partner, 2005-present
- Associate, 2003-2004
- Epstein Becker & Green, P.C. (formerly Vincent, Berg, Stalzer & Menendez, P.C.), Atlanta, Georgia
- Associate, 1997-2003
- Sumner & Anderson, Atlanta, Georgia
- Associate, 1994-1997
- State Bar of Georgia
- American Health Lawyers Association
- Advisory Committee Member and Volunteer Attorney for Pro Bono Partnership of Atlanta
Selected Speaking Engagements
- Speaker, "A Guide to Merging Non-Profit Corporations - Honing your Pro-Bono Transactional Skills," 35th Annual Georgia Business Law Institute, October 27, 2016
- Speaker, "Key Aspects of the New Georgia Law on Restrictive Covenants," Atlanta Medical Consulting Group program, February 18, 2011
- Speaker, "Confidentiality and Non-solicitation Agreements with Employees," Burnette Insurance Company's Employee Manuals and Policies Workshop, February 4, 2011
- Co-guest lecturer, Venture Capital Structural Matters, Villanova Law School, 2007-2010