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Michael G. DiFiore

Counsel

mdifiore@crowell.com
Phone: +1 212.803.4066
590 Madison Avenue, 20th Floor
New York, NY 10022-2544

Michael G. DiFiore is a counsel in the New York office and is a member of Crowell & Moring's Health Care Group. Michael's practice focuses on representing health care entities and not-for-profit corporations on a wide range of transactional, business, and regulatory matters. His practice includes structuring and negotiating acquisitions and divestitures, joint ventures, and asset purchases and sales. His clients include hospitals, health systems, residential long-term care, home care, and hospice providers, as well as managed care and other health insurance organizations.

Michael received a B.A. from the University of Miami in 2005 as its Henry King Stafford Scholar. He earned his J.D., cum laude, from Hofstra University School of Law, where he was a Dean’s Scholar and an Articles Editor of the Labor & Employment Law Journal.

Representative Health Care Transactions:

Acquisitions and Divestitures

  • Represented New Mexico Health Connections (NMHC) in the sale of its commercial health insurance business to Evolent Health, Inc.
  • Represented Field Home-Holy Comforter and Catharine Field Home in connection with the pending sale of a not-for-profit skilled nursing facility and licensed home care services agency and a not-for-profit assisted living facility in Westchester County, N.Y., to an established for-profit nursing home operator.
  • Represented Bon Secours Health System, Inc. affiliates Frances Schervier Home and Hospital and Schervier Apartments, LLC in connection with the pending sale of a not-for-profit skilled nursing facility and an affordable housing apartment building located in the Bronx, N.Y. to an established for-profit nursing home operator.
  • Represented CenterLight Health System affiliates Beth Abraham Health Services and Schnurmacher Center for Rehabilitation and Nursing in connection with the pending sale of two nonprofit skilled nursing facilities in the Bronx, N.Y. and Westchester, N.Y. to an established for-profit nursing home operator.
  • Represented MJHS in connection with its affiliation with Isabella Geriatric Center, Inc., a nonprofit long-term care provider in Manhattan.
  • Represented MJHS in connection with the sale of the stock of SafePath Benefits, Inc., a healthcare insurance brokerage business to Ritter Insurance Marketing.
  • Represented River Valley Care Center, Inc. in connection with its sale of a skilled nursing facility in Poughkeepsie, N.Y. to an established for-profit nursing home operator and River Valley Realty Co. L.P. in the lease of the underlying real estate to the buyer.

Financings and Securitizations

  • Acted as regulatory counsel to lender in a $782 million securitized mortgage and mezzanine financing (with two layers of mezzanine debt) secured by 64 skilled nursing facilities operated by Genesis HealthCare in eight states throughout the United States, and the related securitization.
  • Acted as regulatory counsel to lender in a $1.05 billion securitized mortgage and mezzanine financing (with three layers of mezzanine debt) to refinance existing debt on a portfolio of 154 skilled nursing facilities operated by Sava SeniorCare in 20 states throughout the United States, and the related securitization.
  • Acted as regulatory counsel to lender in a $250 million securitized mortgage loan secured by 71 assisted living facilities and eight congregate care facilities located in 15 states throughout the United States in connection with the acquisition of Assisted Living Concepts by TPG Capital, which implemented an opco/propco master lease structure, and the related securitization.
  • Acted as regulatory counsel in connection with the securitization of:
    • A $1,410,691,000 loan pool of ninety-six (96) mortgage loans secured by ninety-six (96) assisted living and independent living facility properties.
    • A $518,632,000 loan pool of forty-two (42) mortgage loans secured by forty-two (42) assisted living, independent living, and memory care properties.
    • A $418,212,000 loan pool of twenty-eight (28) mortgage loans secured by twenty-eight (28) independent living properties.

Education

  • University of Miami, B.A. (2005)
  • Hofstra University School of Law, J.D. (2009) cum laude

Affiliations

Admitted to practice: New York

Professional Activities and Memberships

  • Member, American Health Lawyers Association
  • Member, American Bar Association
  • Member, New York State Bar Association
  • Member, New York City Bar Association

View More

"New York Not-For-Profit Nursing Home Sales Are Subject To Increased Scrutiny By The Attorney General," Managed Healthcare Executive (July 26, 2019). Authors: Paul W. Mourning, Stephanie Marcantonio, and Michael G. DiFiore.
Publication
Crowell & Moring Launches Elite New York Health Care Practice (Oct.17.2018)
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Crowell & Moring LLP is an international law firm with more than 500 lawyers representing clients in litigation and arbitration, regulatory, and transactional matters. The firm is internationally recognized for its representation of Fortune 500 companies in high-stakes litigation, as well as its ongoing commitment to pro bono service and diversity. The firm has offices in Washington, DC, New York, Los Angeles, San Francisco, Orange County, London, and Brussels.

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