Merge Healthcare Inc. is a Chicago-based company that provides software used in medical imaging and for health care business tasks. The company also markets health care kiosks, which allow consumers to measure common health care metrics. Merge had sales of $248 million in 2012, and it employs about 860 people.
Changes in health care law may "create more opportunities" for Merge by fostering investment in better technology, said general counsel Ann Mayberry-French. She said that she has not seen any effects so far on Merge from the Affordable Care Act, which among other features places a tax on medical devices.
In September 2012, the Merge board of directors hired Allen & Co. LLC to assist it in exploring strategic alternatives, including a sale of the company, but in February of this year the board took Merge off the market. Mayberry-French declined to comment on the matter.
One of the company’s recent deals included an agreement with Arnot Health Inc. to provide cardiac imaging technology to the Arnot Ogden Medical Center.
Other recent deals were with Tampa General Hospital, Rex Healthcare Inc. and Resurgens Orthopaedics Co. Medical practices it serves include radiology, cardiology, eye care and orthopedics.
LEGAL TEAM AND OUTSIDE COUNSEL
Mayberry-French heads a legal department comprising two lawyers, including herself. The team includes a senior contracts administrator, risk manager, U.S. Food and Drug Administration compliance personnel, and administrative staff. She is responsible for concierge and building services.
In a new hire, she seeks "bright individuals that express a desire to learn new skills and are willing to take on new challenges. Merge has a roll-up-your-sleeves-and-get-it-done culture," she said.
"The benefits of this model are that the legal team is able to enjoy a wide variety of challenging work," she said.
Mayberry-French tries to perform most of Merge’s legal work in-house, but seeks outside assistance for specific expertise — specifically, patent prosecution, public-company acquisitions and litigation. A basic criterion in selecting outside counsel is getting the greatest expertise at the best value, she said.
Among her favorites is Mike Sum­merhill of Freeborn & Peters, a ­litigator who Mayberry-French said shares the firm’s work ethic and values, and understands its business. She also relies on Mark Harris of Jenner & Block for mergers-and-acquisition work.
She said she’s had some success with alternative billing. "We prefer to structure such arrangements in order that both in-house counsel/business management and external counsel are incentivized to be efficient and ensure success in that particular matter," she said.
Merge supports pro bono activities and donates to health care-related charitable causes.
"Every day is different," she said when asked to describe a typical day. She might arrive at the office between 6 a.m. and 8 a.m., and she tries to head home by 5:30 p.m. There she might engage in more extensive discussions than there is time for in the office, including conference calls or discussions with outside counsel.
"Every day, as I head into the office, I create a list of goals to accomplish that day — these goals can get completed, wiped out or partially completed on any given day," she said.
"A great day is when I can accomplish everything on my list and also address anything unusual as well. On the other hand, a great day can be when I don’t get to a single goal, and I’m thrown into something brand new."
Asked how she views her department’s role when Merge faces challenges, May­berry-French said, "I view any administrative department as primarily responsible for internal customer service — be it to the shareholder or internal employee-constituents. Every area of Merge, whether it is our R&D area, sales or finance, is an internal customer. We have an obligation to provide first."
Mayberry-French considers herself a specialist in terms of understanding the company’s business, and a legal generalist with a deeper skill set in certain areas, including litigation management, external counsel management, compliance and health care law.
She said a career highlight was the opportunity to work as a "nurse attorney who has spent her career in health care — either the part of health care financing or in the health care arena providing products and services."
Her department serves internal customers, from shareholders to research and development, and from sales to finance, she said.
Mayberry-French reports to Merge Healthcare President Justin Dearborn.
ROUTE TO THE TOP
Mayberry-French graduated from Duke University with a Bachelor of Science degree in nursing in 1983. She holds a Master of Business Administra­tion from Birmingham-Southern College of Alabama in 1986. Her law degree is from the University of Kentucky College of Law.
She worked as a registered nurse in the managed care division of Blue Cross and Blue Shield of Alabama while in business school, where she worked with the insurer’s in-house lawyers.
"I was exposed to the work that lawyers do and the manner in which in-house lawyers add value to a business," she said. The experience prompted her to enroll in law school.
Following graduation, she worked as an associate at Graydon Head & Ritchey in Cincinnati from 1989 to 1992, focusing on health care law.
She made her in-house move from law firm practice after she decided that she wanted more direct involvement in the business.
So, in 1992, she joined Anthem Insurance Cos. in Cincinnati as a director and counsel, and in 1996 moved to Fortis Health Co. in Milwaukee as general counsel. She joined Modine Manu­facturing Co. in Racine, Wis., in 2005 as senior counsel, and moved to Merge in 2008.
Her advice for someone stepping into a general counsel role?
"There are lawyers who just say ‘no,’ " she said. "But if we can’t do anything [for the company], that’s also a problem. Great lawyers, whether in-house or external counsel, are able to identify the manner in which a business objective can be reached through a different path that is legally compliant."
A native of Rochester, Minn., May­berry-French enjoys Bikram yoga, hiking and reading. She is single and is the mother of triplets, two sons and a daughter, who are freshmen in college. She has another daughter who is a senior in high school.
LAST BOOK AND MOVIE
What I Talk About When I Talk About Running, by Haruki Murakami, and Argo.