Senior Living Services

The senior living and long-term care industry faces unprecedented regulatory complexity and financial pressure. Miles & Stockbridge helps clients navigate both, protecting their mission while positioning them for sustainable growth.

Our team has closed over $6 billion in senior living financings in the last decade and supported clients across the full continuum of care, including independent living, assisted living, skilled nursing, home health, hospice, and continuing care at home. Whether advising on facility acquisitions, structuring tax-exempt bond deals or managing regulatory risk, our multidisciplinary team brings deep industry knowledge and practical experience to each engagement.

We work with both nonprofit and for-profit organizations to protect their missions, support growth and deliver high-quality care through a wide range of legal services, including transactions, compliance, licensure, operations and risk management.

Our team offers tailored legal solutions that support the mission and operations of our clients in a variety of matters, including:

• regulatory compliance
• community acquisition and development
• bank and bond financing transactions
• commercial and public finance opportunities, with associated tax incentives
• real estate, land use and leasing
• corporate governance
• risk management
• employment matters
• dispute resolution

With years of focused experience in the senior living sector and active involvement in national and state industry organizations, our lawyers stay ahead of trends and emerging legal developments to help clients proactively manage risk and seize opportunity.

We work closely with lenders, borrowers and underwriters — each playing a distinct role in the financing landscape.

For Lenders: Navigating Risk, Protecting Investments

We understand the unique concerns lenders face when financing senior living communities. Our team provides comprehensive legal support to banks, bondholders and other financial institutions engaged in lending to this sector.

Our services for lenders include:

• Structuring and documenting secured and unsecured financing transactions
• Reviewing borrower compliance with health care regulations and licensure
• Advising on collateralization strategies and asset protection
• Conducting or supporting due diligence for real estate, regulatory, governance and operational risks
• Assessing regulatory risk and mitigation related to borrower operations
• Guiding workouts, defaults and restructurings in distressed situations

By combining industry knowledge with financial acumen, we help protect your investment and streamline transactions in this highly regulated environment.

For Borrowers: Legal Strategy to Support Your Mission and Growth

Senior living providers face constant pressure to balance financial health and regulatory compliance. We serve as trusted legal advisors to nonprofit and for-profit providers across the care spectrum, helping you grow strategically and operate confidently.

Our services for borrowers include:

• Guiding community acquisition, development and expansion
• Structuring bank and bond financings, including tax-exempt and taxable debt
• Navigating regulatory requirements at the federal, state and local levels
• Advising on land use, leasing and real estate transactions
• Corporate governance and board advisory services
• Employment and workforce management support
• Risk management, dispute resolution and crisis response

We bring deep insight into the challenges senior living providers face and tailor legal strategies that help you stay mission-focused while managing operational risk.

For Underwriters: Sophisticated Counsel in Complex Transactions

Underwriting senior living financings requires a nuanced understanding of both the financial and regulatory environment. We work closely with underwriters to help ensure deals are properly structured, compliant and aligned with market expectations.

Our services for underwriters include:

• Drafting and reviewing offering documents and disclosure statements
• Ensuring regulatory due diligence for facility licensure and operations
• Reviewing corporate governance and bond covenants for compliance
• Assessing project feasibility and financing structures
• Advising on continuing disclosure obligations and post-issuance compliance
• Supporting remarketing and refinancing efforts

Our team helps underwriters move transactions forward efficiently while anticipating and addressing potential risks, helping you serve your clients with confidence and precision.

Our Senior Living Services Team

Melissa Messina assists clients on public and commercial finance matters with a focus on the senior living industry. She serves as counsel to for-profit and nonprofit communities and commercial and investment banks in all types of bond and loan transactions. She has also served as bond counsel on conduit bond financing transactions for life plan communities. Melissa previously served as a municipal advisor and investment banker at HJ Sims, counseling management and boards of nonprofit life plan communities, assisted living and skilled nursing facilities on capital and strategic planning matters to help them fulfill and expand their missions.

Celia Van Lenten represents clients in the full spectrum of regulatory and transactional matters that arise in the health care industry, including senior living and long-term care. Her regulatory practice includes Medicare and Medicaid compliance; health care licensure, certification and accreditation; health care fraud and abuse; health information privacy security and breach notification; professional staff matters; and patient/resident care matters. In her transactional practice, Celia represents clients in matters including provider contracting, managed care contracting, commercial contracting and mergers and acquisitions.

Stephanie Baron advises senior living communities on all aspects of their labor and employment issues, from hiring to performance management, FMLA and ADA issues and employee terminations. She has extensive experience counseling on the unique issues facing senior living industry professionals, including employee interactions with residents and resident families, crafting appropriate employee policies and advising on compensation issues. Stephanie also represents senior living communities in response to EEOC and other charges and government investigations and in working with the facilities’ board of directors on challenging employee matters.

Nancy Greene successfully navigates the financing of not only the construction of the communities but also larger credit facilities on an enterprise level. Nancy fully leverages her experience as a lender’s counsel when on the borrower’s side of the table to negotiate terms that are the most advantageous to the client.

Meg Manchester utilizes her broad base of tax expertise to assist senior living communities with a variety of matters ranging from tax aspects of real estate acquisition or development; ventures between nonprofit and for-profit entities; nonprofit and tax-exempt formation and governance issues; and merger and acquisition transactions. She leverages her experience in real estate, corporate and partnership tax matters as well as a broad knowledge of taxation of nonprofit entities to provide wholistic tax advice to her clients on all aspects of their operations.

Stacy Manley has experience guiding continuing care retirement communities through the acquisition and development process, including negotiation of complex purchase agreements, title issues, easements with local governments, utility providers and private parties. Stacy understands that it takes a creative and collaborative approach to make these communities successful and as a result, is an integral part of her clients’ development teams.