(a) any of the following, occurring during a single transaction or in
a series of related transactions that take place within a rolling twelve
month time period, and meet or exceed thresholds, for factors including
but not limited to changes in revenue:
(i) a merger with a health care entity;
(ii) an acquisition of one or more health care entities, including but
not limited to the assignment, sale, or other conveyance of assets,
voting securities, membership, or partnership interest or the transfer
of control;
(iii) an affiliation agreement or contract formed between a health
care entity and another person; or
(iv) the formation of a partnership, joint venture, accountable care
organization, parent organization, or management services organization
for the purpose of administering contracts with health plans,
third-party administrators, pharmacy benefit managers, or health care
providers as prescribed by the commissioner by regulation.
(b) "Material transaction" shall not include a clinical affiliation of
health care entities formed for the purpose of collaborating on clinical
trials or graduate medical education programs and shall not include any
transaction that is already subject to review under article
twenty-eight, thirty, thirty-six, forty, forty-four, forty-six,
forty-six-A, or forty-six-B of this chapter. "Material transaction"
shall not include a de minimis transaction, which shall mean for
purposes of this article a transaction or a series of related
transactions which result in a health care entity increasing its total
gross in-state revenues by less than twenty-five million dollars.