PE Rollups – Meeting the Challenge of Buying 30+ Companies in a Year


We set out to build a specialty practice group to serve the needs of private equity funds investing in consolidating healthcare practices and related businesses.  Since 2011, private equity has invested heavily in the physician practice management sector. PE funds typically seek to form or acquire a large platform and then add-on practices.  These investments continue to grow rapidly for 3-5 years until the PE fund executes its exit strategy.

How do you shape legal services to the demands of a client in hyper-growth?  Our client completed more than forty acquisitions in the last 20 months and doubled in size twice in the last year.  In order to support that level of acquisitions and accelerating growth, the client’s business development, corporate development and integrations teams went from one or two people to dozens of people each over the same period.  As the client grew, our legal team servicing the client grew alongside them but we also had to rethink how we worked with our client.

The first challenge was innovating how we run acquisitions in order to go from managing one or two transactions at a time to more than thirty simultaneous active transactions.  In addition to adding and training new attorneys to our legal team, we needed to ensure that the knowledge and experience gained on prior transactions was utilized on each new transaction.

In addition to being deal counsel, we are also company counsel.  As such, we needed to create and manage all closed deal documents, post-closing timelines and deliverables.  We manage their corporate minute books and organizational documents and maintain and update their regulatory compliance guidelines. We needed all off this information to be accessible electronically by the client and multiple third parties on an as needed basis in an organized and secure online system.

As the number of simultaneous deals increased, the number of our counterparts at the client that we interact with on a daily basis increased proportionately.  So did the need for increased internal and external reporting and tracking.  In order to serve their needs, we needed to develop and maintain custom reports across all active deals, including for employment, real estate and corporate work.

Lastly, as more time needed to go to reporting and management tasks, we had to continue to deliver value, speed and efficiency.  Our average per transaction costs have stayed roughly the same across this whole period, even as the size of the deals and the number and complexity of the transactions have increased.


As the number of simultaneous transactions increased, we recognized that traditional deal teams operating in silos and running one or two deals each would not be scalable to run twenty or more deals at the same time.  So we took a team approach and everyone on the team is staffed on all of the deals.  To maximize efficiency, our attorneys move seamlessly to whichever transactions have the most active and engaged opposing counsel.  We now often close more than one transaction a week and more than six a month for this client alone.

Each aspect of a typical transaction for this client has been streamlined so the responsible attorney can manage a key component across dozens of active transactions.  With 30-40 active deals, there may be a hundred leases and hundreds of employment agreements under review or negotiation.   By necessity this approach requires a lot of organization, tracking and reporting, in addition to traditional legal work.

Traditionally, law firms provide cost savings to clients by moving work to less expensive junior attorneys.  This approach frees partners and senior counsel to work with a larger number of clients and focus their time on work that is more valuable to their clients.  Our team is heavily weighted to partners and senior counsel because each attorney is able to allocate their time to a large number of deals each day for a single client.  Because our team members are very experienced attorneys and they’ve developed enormous depth of knowledge with respect to this client, they can provide higher quality, consistent work faster and less expensively than using more junior attorneys.

We leverage technology throughout the deal process and for post-closing management and integration work.  From automating documents to data rooms to shared online timelines, we invested in a better solution for our client that would scale with them as they grew.

With the increased deal volume and the rapidly growing client-side team, we needed to develop real-time deal tracking and reporting tools.  Our client needs to know the status of all of the transactions, target closing dates and outstanding items/issues.


Our client went from about 20 locations to more than 120 locations in 20 months.  But as important as this successful growth is for our client, the key result is that the client and AGG have built a system that will enable the client to maintain this growth pace and continue to scale it for the future.