IL HB 5000 Set to Expand Notice Requirements for Health Care Transactions in Illinois

On May 28, 2026, both houses of the Illinois legislature passed HB 5000, enhancing oversight of health care mergers, acquisitions, and contracting affiliations in the state.

Introduced on February 4, HB 5000 would amend provisions of the Illinois Antitrust Act (the “Act”) currently requiring health care facilities or provider organizations that are parties to a “covered transaction” to provide notice to the state attorney general no later than 30 days prior to the transaction closing or effective date of the transaction. Before HB 5000, a “covered transaction” means any merger, acquisition, or contracting affiliation between two or more health care facilities or provider organizations not previously under common ownership or contracting affiliation.

If signed by Governor JB Pritzker, the law would specify that a transaction is a “covered transaction”—and subject to the state’s notice requirements—even if the parties to the transaction are not themselves a health care facility or provider organization but own or control, directly or indirectly, one or more of the two or more health care facilities or provider organizations that will be under common ownership or contracting affiliation if the transaction is consummated, including if parties to the covered transactions are private equity companies.

Definitions

HB 5000 further captures the idea of ownership and control by changing the notice provisions of the Act, 740 ILCS 10/7.2a, to add a definition of “private equity company” not present in current law. “Private equity company” would mean “any company or partnership that collects capital investments from individuals or entities and purchases, as a parent company, at any level of corporate ownership, or through another entity or entities so that the company completely or partially owns or controls a direct or indirect ownership share of an Illinois health care entity or an out of state entity that generates $10,000 or more in annual revenue from patients residing in this state.” This definition clarifies the new addition to “covered transactions,” as described above, emphasizing that parties to such transactions could be private equity companies.

HB 5000 further adds a definition of “health care provider,” meaning “an individual or entity duly licensed or authorized to provide health care services” (before HB 5000, the definitions included, for example, “health care facility” and “provider organization,” in line with the focus on transactions by those entities). HB further defines “Health care services” as “health care services or products rendered or sold by a health care provider within the scope of the health care provider’s license or legal authorization. The term includes, but is not limited to, hospital, medical, surgical, dental, vision, and pharmaceutical services or products.” The addition of these terms serves to expand and clarify the universe of covered transactions.

Notice Particulars

1. As with the current law, HB 5000 provides that for “covered transactions [subject to]” premerger notification—i.e., that are no longer limited to “health care facilities or provider organizations”—the written notice may be met through a filing with the Federal Trade Commission or Department of Justice in compliance with the Hart-Scott-Rodino Antitrust Improvements Act of 1976. HB 5000 adds that a copy is to be filed to the state attorney general “with all attachments” at the same time that it is provided to the federal government.
2. For any health care facility “involved in”—no longer just “a party to”—a covered transaction not described previously, the notice requirement remains satisfied when the facility files an application for a change of ownership with the Health Facilities and Services Review Board, in compliance with the Illinois Health Facilities Planning Act.
3. For any health care facility, provider organization, “or any entity that owns or controls, directly or indirectly, a health care facility or provider organization that is involved in”—no longer just a health care facility or provider organization “that is a party to”—a covered transaction not described in paragraph (1) or (2), written notice must include:
   1. the names of all health care facilities and provider organizations involved in the covered transaction and their current business addresses;
   2. identification of all locations where health care services are currently provided by each entity disclosed in subparagraph (A);
   3. a brief description of the nature and purpose of the proposed transaction; and
   4. the anticipated effective date of the proposed transaction.

Note that nothing in the law would prevent “any entity” —no longer simply “the parties to a covered transaction”—from voluntarily providing additional information to the state attorney general. The attorney general may request additional information from the “filing” parties—as opposed to “parties”—that is relevant to its investigation of the covered transaction.  

Note too, that HB 5000 would delete the current notice requirements’ sunset provision of January 1, 2027 (a change that, if signed, would also apply to the change of ownership provisions in the Illinois Health Care Facilities Planning Act).

Takeaways

HB 5000 deals with notice alone; last year’s SB 1998, which would require the consent of the state attorney general to covered transactions of health care facilities, did not move forward after being introduced in February 2025.

Regarding penalties, the Act currently states that any health care facility or provider organization that fails to comply with the notice requirements is subject to a civil penalty of up to $500 per day for each day the violation continues. HB 5000 would substitute “health care facility or provider organization” with “[a]ny party to a covered transaction.”

Thus, under HB 5000, if the state attorney general has reason to believe that a “party to a covered transaction” has engaged in, or is engaging in, a covered transaction without complying with the Act, the attorney general may apply for and obtain a temporary restraining order, injunction, or both, or recover civil penalties, after notice to the party to the covered transaction. The latter has 10 days to cure compliance. Yet this right to cure ends after the covered transaction’s proposed or actual closing date, whichever is sooner.

Stakeholders contemplating transactions covered by the legislation should carefully analyze whether the notice requirements could apply to them—especially if they own or control, directly or indirectly, one or more of the two or more health care facilities or provider organizations that will be under common ownership or contracting affiliation. If you have questions, please reach out to the authors. 

Epstein Becker Green Staff Attorney Ann W. Parks contributed to the preparation of this post.