As the Affordable Care Act (ACA) transforms the health-care landscape, companies in the health-care industry have to adapt. Few executives know how to better steward their companies through such change than Dominic Andreano, senior vice president, general counsel, and secretary for MEDNAX, a national medical group that consists of morethan 2,650 physicians and 2,250 advanced practitioners in neonatal, anesthesia, maternal-fetal, and pediatric physician subspecialty services. The company provides infrastructure and management services to its hospital and office-based practices. “I came into this role with a pure health-care and public-company background,” says Andreano, who began his legal career at Greenberg Traurig LLP in a niche mergers and acquisitions group specializing in health care.
At the time, he was working on behalf of practice management organizations (PMOs), which he found interesting, because it combined his desire to integrate his accounting experience with his legal degree in a budding industry. However, many such PMOs were unwinding at the time, and Andreano found himself doing regulatory work in the health-care sector at Greenberg Traurig, and later, doing corporate securities and venture-capital work at Holland & Knight LLP.
It was this combination of experiences that would set him up for his future role: when a recruiting firm reached out to Andreano about an in-house position at MEDNAX, then called Pediatrix Medical Group, the company was looking for someone with health-care acquisition experience, as well as public company experience, to come in and do deals. Andreano soon joined the company’s business development group, and took on responsibility for all of the legal aspects of the acquisition process, including due diligence and drafting and negotiating legal agreements.
Andreano’s path to general counsel became more clear in 2003, when his predecessor consolidated all of the company’s lawyers into its legal department, and Andreano became associate general counsel and then eventually deputy general counsel, with broader responsibilities, from corporate governance to securities filings to management of the department. It was also one of his first experiences with the kind of dramatic changes he’d later face with the implementation of the ACA.
“It was a busy time,” he recalls, since the company, which had always been focused on providing care in neonatology, pediatrics, and maternal-fetal medicine across the mother-baby-child-continuum, knew if it was going to continue its growth plans, it had to expand into other specialties. In 2007, there were less than 4,000 neonatologists in the country, for example, and Pediatrix employed approximately 800. After looking at several different specialties, senior management identified anesthesiology, with a market of around 50,000 physicians, and acquired its first such practice that year. Today, it has more than thirty anesthesiology practices with more than 2,400 anesthesia providers, including physicians and advanced practitioners in thirteen states. “Anesthesia presented a much bigger growth opportunity for us at the time,” says Andreano, who notes that the company has grown from 600 physicians and $355 million in annual revenue in 2001 to more than 2,650 physicians and $2.4 billion in annual revenue today.
Andreano excelled, and by 2012, was promoted to general counsel. He describes it as the most substantial move of his career. On his plate at the time was the regionalization of the company’s legal team. “We were trying to get our attorneys closer to their clients, our people in the field running the day-to-day operations,” he says. Then, and still, the company has several different operating regions. But at that time, all of those regions’ legal requests were being managed by two attorneys, one handling all employment agreements and the other handling all service contracts, the business’s primary legal needs.
Because these attorneys were being pulled in so many directions by the regions, Andreano and his team decided to put attorneys out in the field to act as liaisons for all legal services needed by a region. A regional attorney now handles the core legal needs of the region and acts as a triage officer for more specialized needs that get funneled back to corporate or outside counsel. The change was a big success. “We started in our south central region in Texas, and within months, other regions were requesting their own dedicated attorneys as well,” Andreano says.
The passage of the ACA in 2010 presented the next challenge for Andreano and his team. “The law presented a major overhaul to the health-care industry, and at the time, it was hard to understand the implications, because it had so many tentacles, and there was the constant uncertainty of it being repealed by Congress or modified by the court system,” Andreano recalls.
Fortunately, MEDNAX was ahead of the curve in many areas, having adopted, for example, electronic health records in all of its neonatology practices as early as 1996. Still, the ACA requires a move to a new model of health care. “Instead of being compensated based on a fee for each service or test provided, the industry is moving towards being compensated based on quality measures and patient outcomes,” he says, adding that the company has always made patient satisfaction and improved outcomes a priority.
As a result, says Andreano, many hospitals and health systems are looking to achieve the “Triple Aim” defined by the Institute for Health Care Improvement—to improve the patient experience, to improve the health of populations, and to reduce the per-capita cost of health care. And that’s where MEDNAX performs very well. With its network of health-care practitioners, and its back-office infrastructure and critical support functions, the company is positioned to help hospitals and health systems meet those goals, and it plans to keep evolving. “We’re constantly investing in clinical research, education, and quality, and creating more market-driven structures to help our hospital and health system partners navigate the challenges of our health-care system,” Andreano says.
