Dental/DSOs

We Know the DSO Industry Nationally

Benesch is able to provide dentist/DSO representation in any state. For matters that require specific expertise, we engage and coordinate with local counsel. We have recent experience in the states below:

     

How We Work with DSOs on Transactions

• We believe in the use of consistent transaction documents and develop a deep understanding of what your “hot button” issues are.
• We are happy to work with your templates after having reviewed them. We would undertake that review at our expense.
• We have an extensive library of MSO management, employment and professional services agreements which we tailor to our clients’ needs based on economics, scope of services, relationship with the practice, state-specific Corporate Practice of Medicine and Fee-Splitting Statutes.
• We understand the enforceability in different states of non-compete and non-solicitation agreements applicable to your dentists, and tailor related documents accordingly.
• We work to protect DSOs against rogue PC owners with appropriate protections and mechanisms.

Benesch’s Dental Industry/DSO attorneys are true thought leaders within the industry

• Members of ADSO’s newly launched Industry Partner Advisory Committee
• Frequent speakers with dental schools, including The Ohio State University Dental School and West Virginia Dental School
• Lecturers for Midwest Implant Institute – oldest implant institute in the US
• Lecturers for American Academy of Implant Dentistry
• Lecturers for North American Society of Periodontists
• Founder of KiDDS Foundation

Dentist Incentives

When appropriate to the circumstance, dentists can create structures to provide individual dentists with the opportunity to acquire equity in the enterprise. Some examples include:

• Roll-over equity, planned in a tax efficient manner.
• Single practice and state-level incentives.
• Separate equity incentives including granting of profit interests as well as options, typically at an ultimate holding company level.
• ESOPs
• Alternative structures to create equity incentives on a deal-specific basis including:
  • Joint venture structures where the ownership of the JV is shared between a holding company and the relevant dentist.
  • Compensation in the form of cash bonuses based on key performance indicators.

DSO Deal Structure

We assist our clients with identifying the most viable deal structures based on appropriate risk tolerance and growth incentives. Generally, DSO acquisitions are done through the acquisition of assets to protect the buyer from legacy liabilities. However, from time to time, stock deals are done when dictated by scale or to preserve tax efficiencies. In some cases, the way a target has been structured may lead to the need to consider a stock transaction and/or a tax-efficient restructuring or reorganization. Regardless of the mechanics of an acquisition, the most likely resulting structures will include some bifurcation of the clinical practice entities and the management entities.