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Client Case Study: Medical Specialties Distributors

Outside GC and Medical Specialties Distributors: Providing legal solutions to meet the evolving needs of a fast growing, PE-backed healthcare products and services company


Outside GC helps Medical Specialties Distributors manage its high volume of day-to-day legal work with flexible solutions delivered by industry experienced attorneys in support of the management team’s core business objectives.


MSD (Medical Specialties Distributors) is a private equity-backed, supply chain solutions provider, delivering technology solutions, medical device management, and high-quality ISO-certified product distribution services for the post-acute healthcare market, including the home infusion therapy and specialty pharmacy, home medical equipment, long-term care and oncology markets. Through collaboration with the industry’s leading manufacturers, MSD offers its customers innovative products and clinical expertise, which in turns, allows them to focus on the best possible outcomes for their patients.


As with most private equity investor-backed companies, bolstering value is a top priority of MSD’s management team; as a result, they place great emphasis on running a lean and nimble business operation. In 2014, MSD’s chief financial officer was responsible for overseeing the company’s legal function, including day-to-day issues and larger lifecycle events. However, it became increasingly difficult for him to oversee both the finance and legal functions and do so effectively, especially given the company’s exponential growth.

Typical legal solutions were not great options for MSD. The company was not yet interested in hiring a full-time general counsel; and, the significant price tag associated with traditional outside legal counsel did not make sense for MSD’s voluminous day-to-day legal work. In searching for a more cost-effective solution, the company’s CFO reached out to Jon Levitt, Managing Member of Outside GC, and worked with him to identify the skill sets needed to handle MSD’s operational legal work. Since then, Outside GC has provided legal services to MSD tailored to meet its evolving needs, including serving as an interim, de facto legal department during a pivotal stage of its growth.


Outside GC worked with MSD to provide flexible and affordable legal support for its day-to-day legal needs. Initially, Outside GC was engaged on a few small projects; but as the relationship grew, MSD soon began working with a team of three Outside GC lawyers led by Debbie Casey, a seasoned in-house attorney with considerable healthcare experience. The company had not previously employed an in-house lawyer, and Debbie and her colleagues quickly developed valuable trust relationships with its key constituents. In addition to handling the negotiation and drafting of MSD’s customer contracts, Debbie and her colleagues helped to develop and upgrade the company’s internal processes, including a new set of form agreements used by the sales team; and they led the development and implementation of an in-house compliance program.

During this phase, Debbie spent two days per week working on site at MSD, and along with her colleagues, served as the interim, de facto legal department until the company hired its first general counsel, Michael Dell, in November 2016. Outside GC’s team remained in place to support Michael’s transition into the GC role; and once settled, Debbie was asked to handle overflow day-to-day legal work and special projects, freeing up Michael to work on more strategic issues. MSD has since added a compliance officer, but Debbie continues to work with the in-house legal team, leveraging her knowledge of the company and considerable experience to provide overflow legal support. “Outside GC has been and continues to be a fantastic resource for us,” said Michael. "Besides helping to ease my own transition to the company, their flexibility in allowing Debbie’s role to evolve was the ideal fit for MSD’s changing needs, enabling us to manage our legal spend without having to add headcount or rely exclusively on traditional law firms."


Outside GC’s on-demand legal services model has served MSD well at various stages of growth. Early on, MSD engaged Outside GC for help with occasional commercial matters; and later, Debbie Casey and her colleagues became the de facto in-house legal counsel team, handling day to day legal work, implementing new processes and forms, and bridging the transition period when the company hired Michael Dell as its first general counsel. Today, Outside GC handles commercial work for MSD on an overflow basis, helping GC Michael Dell expand the capacity of his in-house team, without having to add permanent headcount.



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