A telehealth platform restructured into an MSO before its first priced round.

Sector
Telehealth, multi-state
Engagement
Structuring and capital raise support
Duration
Five weeks
A physician at a workstation in a modern telehealth consultation room.
5
Weeks to closed diligence
14
States brought into compliance
0
Diligence items open at close
01

Situation

The company had grown across fourteen states on a structure built for a single-state pilot. Clinicians were engaged directly by the technology entity, equity had been issued informally to four early contributors, and the financial statements had never been prepared with an outside reader in mind.

A lead investor had verbally committed and set a diligence window. The founders had six weeks and no prior experience with institutional capital.

02

Approach

The legal restructuring and the investor materials ran as one workstream rather than in sequence, on the view that the diligence window would not survive a handoff between them.

Week 1Structure diagnostic, equity archaeology, state-by-state regulatory map
Week 2MSO formation, friendly-PC agreements drafted, management services agreements executed
Week 3Cap table reconciled and reissued, contributor equity documented, option pool established
Week 4Three-statement model rebuilt on clinical unit economics, scenario set prepared
Week 5Data room indexed, diligence question bank prepared, management rehearsal
03

Outcome

The round closed on the original timeline. No diligence item was carried into closing as an open condition, and the regulatory structure held through a subsequent expansion into three additional states.

The company retained the firm for ongoing corporate counsel and board support.

Bench engaged
Healthcare regulatoryCo-counsel
SecuritiesCo-counsel
Tax structuringCPA
Services applied
Legal structuring Capital raise support Telehealth & MSO
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More outcomes

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HealthcareStructuring
11
Sites consolidated
Eleven independent clinics brought under one holding structure.
Equity harmonized across founding physicians and the roll-up positioned for outside capital.
ConsumerCapital
Debt
Instead of dilution
A working capital facility that did not require selling equity.
Covenant analysis reframed the raise as a debt question rather than a dilution one.