Management Services Organizations, Physician Practice Management and Private Equity

We are counsel for management companies, platform executives and private equity investors building health care practice platforms that are profitable, compliant and built to last.

Physician practices are consolidating faster than at any point in memory. Independent groups are merging, joining management platforms, exploring ancillary revenue opportunities, or partnering with investors to gain scale, share back-office costs and compete for contracts.

Get the structure right so that physicians keep clinical control and maintain regulatory compliance. Get it wrong, and physicians can run headlong into corporate-practice-of-medicine restrictions, fee-splitting prohibitions, the Anti-Kickback Statute and Stark Law, and a growing list of state laws aimed squarely at private investment in medicine. We help you build it right the first time—and fix it if the ground has shifted since your deal closed.

How We Help

Structuring the MSO-PC Relationship
The management services organization (MSO) sits at the center of most arrangements that create a management platform, implement ancillary revenue opportunities, seek strategic partners, streamline operational costs, or create contracting advantages. And it is also where the legal complexity and the regulatory attention are concentrated.

The friendly-PC (professional corporation) or MSO model only works if the lines between the clinical entity and the management company are drawn carefully and respected in practice. We design and document MSO–PC structures—management services agreements, equity and ownership arrangements, succession and stock-transfer mechanics—that give the management partner real operational scope without crossing into control over clinical decisions. We also test the day-to-day implementation, because regulators increasingly look at how the parties actually behave, not just what the contract says.

Navigating Corporate Practice of Medicine
Corporate-practice rules vary widely from state to state, and several states have recently tightened them, restricting what management companies can control, limiting noncompete and nondisparagement terms, and in some cases, targeting private-equity and hedge-fund involvement directly. For groups operating in more than one state, that patchwork is a genuine compliance challenge. We map the rules in each state where you operate and structure arrangements that hold up across your footprint.

Transactions and Investment
Whether you are a physician group evaluating a partner, a management platform pursuing tuck-in acquisitions, or an investor building a platform from the ground up, we handle the deal from start to finish: structuring, diligence, purchase and contribution agreements, equity rollover, financing and post-closing integration. We flag the regulatory issues early before they become repricing events or closing conditions.

Transaction Notice and Regulatory Review
A growing number of states now require advance notice—and in some cases review—of health care transactions, and several have extended those requirements to reach MSOs, private equity groups and hedge funds. These filings can add substantial time to a deal and, if missed, create real exposure. We assess whether your transaction triggers a state filing, manage the notice and review process, and build realistic timing into the deal from the start.

Who We Help

Our practice management and MSO work spans the full range of participants in the consolidation market:

Physician-owned practices and specialty groups
Ambulatory surgery centers and outpatient platforms
Management services organizations and practice management companies
Dental and other professional service organizations
Private equity sponsors and their portfolio companies
Independent physicians evaluating ancillary revenue opportunities, partnership or sale
Hospitals and health systems pursuing physician alignment
Lenders and investors financing practice platforms

What Sets Us Apart

We represent every seat at the table. We counsel physician owners, independent groups, management companies and investors—so wherever you sit, you get advice from a team that understands what the other side wants and where the deal usually breaks.

We protect physician autonomy and business goals at the same time. The best structures let physicians keep control of medicine. We know how to draw that line so it satisfies regulators without hollowing out the commercial deal.

We watch the laws that are changing this space. State legislatures and attorneys general are actively reshaping the rules on practice ownership, management control and transaction review. We track those changes closely so your structure is built for where the law is heading, not just where it was when you signed.

Experience

Multi-practice OBGYN Platform Sale

Represented Women’s Health of Mississippi, a network of five OBGYN practices, in its sale to Total Women’s Health, a private-equity-backed women’s health platform. Several practices had to be carved out of the structure first, making this effectively five separate sales in one — distinct owners, approval rights, reps and warranties and indemnities — which we coordinated into a single closing.

Regulatory Support for Plastic Surgery and Aesthetics Chain

Assist a Midwest-based, privately owned plastic surgery and aesthetic medical chain as its outside regulatory counsel. Prepare the business for strategic initiatives and potential transactions while managing its internal regulatory diligence. Handle day-to-day regulatory issues. Developed and implemented policies governing the scope of practice for specialty service lines across multiple states, and provided state-specific regulatory analysis to support the launch and expansion of new services.

Strategic Advisor to DME, Pharmacy and Imaging MSOs

Counsel multiple physician ancillary service line management support organizations, including durable medical equipment (DME), pharmacy, and imaging companies. Services include building core contractual infrastructure, advising on the design and evolution of the business model, and creating state-by-state and federal regulatory analyses, enabling the businesses to comply with corporate practice of medicine, fraud and abuse and reimbursement rules as they seek to expand.

Urgent Care Platform Expansion

Represented an investor-backed urgent care MSO platform in its acquisition of a Texas urgent care clinic. Evaluated corporate practice of medicine, fee-splitting, licensure, reimbursement and other regulatory issues, and guided the transaction's regulatory structure and diligence process. Negotiated the MSO framework and related management, administrative services and equity agreements, and supported post-closing integration planning.

Regulatory Diligence for Practice Acquisitions

Oversaw regulatory matters for a national management services organization (MSO) platform in its acquisition of physician practices specializing in urology and radiation oncology. Conducted regulatory diligence, identified potential Stark Law compliance issues, and developed remediation plans. Structured go-forward ancillary compensation arrangements, drafted and negotiated health care–specific representations and warranties. Also managed change-of-ownership filings and related state notice and approval processes.

Multi-State Health Care Integration

Advised a private equity-backed MSO platform in its $45 million purchase of an aesthetic medical chain with locations across the West Coast and Texas. The transaction required working through active review by California regulators and structuring the deal to address identified risks. After closing, put compliance systems in place—such as policies and training programs—to support integration and ongoing operations across multiple states.