Another One Bites the Dust: Benevis - Kool Smiles Files For Chapter 11 Bankruptcy

August 3, 2020

Two years after agreeing to pay $23.9 million, plus interest to settle Medicaid fraud allegation Benevis (formerly NCDR, LLC) has filed for Chapter 11 Bankruptcy in the Southern District of Texas. (See Amended Petition here) (See LT Smiles Petition here)

In January 2018 Benevis and it's Kool Smiles branded dental clinics agreed to the settlement after the Department of Justice found the company  "knowingly submitted" false claims for payment to state Medicaid programs for medically unnecessary pediatric dental services.

Benevis and it's Kool Smiles clinics were featured on the first episode of CBS Whistleblower TV program that aired July 13, 2018. (see trailer here)

 

MARIETTA, Ga.--(BUSINESS WIRE)--Aug 3, 2020--

LT Smile Corporation, along with its subsidiaries Benevis Holding Corporation, Benevis Corporation, Benevis, LLC, Benevis Affiliates, LLC and Benevis Informatics LLC (“Benevis” and “Company”), announced that it has filed voluntary petitions for relief in the Southern District of Texas under Chapter 11 of the United States Bankruptcy Code to effectuate a recapitalization and sale of the business, and to improve its balance sheet and operating position. Benevis and its employees will continue their normal operations and their support of high-quality dental care at supported dental practices throughout the process. None of the Company’s supported dental practices are part of the Chapter 11 filing.  https://www.businesswire.com/news/home/20200803005461/en/Benevis-Enters-Voluntary-Chapter-11-Reorganization

 This is the same scenario as it was with the Small Smiles chain: Chapter 11 first then Chapter 7 soon followed. 

Benevis Corp., which provides back-office services to 150 dental offices, has filed for bankruptcy, saying its revenue fell more than 60% recently due to the coronavirus pandemic. https://www.wsj.com/articles/benevis-provider-of-support-services-to-dentists-files-for-bankruptcy-11596487729

Benevis claim to provide "back-office" services and that is true, but they also own and operate the clinics using company executives, such as dentists Dale Mayfield, David Veith, and Tu Tran as so called "owner-dentists". Dr. Tran may tried to claim he has nothing to do with the company but he is still being shown as "owner" and "incorporator" of Winchester Dental, PSC d/b/a Ruby Dental and Braces whose address just happens to be the same as Benevis'. Other current and/or past owner-dentists have included dentists Thien Pham and David Strange, Jr.

 Since these places operate on volume and overtreatment (this my own opinion of course, but the DOJ agreed with me) the Corvid-19 pandemic has severely hit their bottom line.

According to Scott Mell's Declaration in the court filings, the companies new Chief Restructuring Officer, the company approximately 70% of the company's income was generated from state Medicaid and CHIP programs.

In the bankruptcy filings:

 The company listed assets and liabilities of as much as $500 million each in its bankruptcy petition. Benevis provides support services to almost 200 dental practices across the U.S., according to its website.

Benevis has lined up as much as $30 million in financing from current lenders including New Mountain Finance Corp., according court papers. New Mountain has also agreed to serve as the stalking horse bidder for the company. https://news.bloomberglaw.com/bankruptcy-law/pe-backed-dental-services-company-files-bankruptcy-eyes-sale

Benevis has secured committed financing from its current lenders; including New Mountain Finance Corporation and several of its credit investing affiliates, to bolster liquidity and enhance ongoing operations during the reorganization process. https://www.businesswire.com/news/home/20200803005461/en/Benevis-Enters-Voluntary-Chapter-11-Reorganization

Scott Hornbuckle, Chief Financial Officer for Benevis stated, “The additional financing and the reorganization process will help us strengthen our balance sheet and solidify our path to future success. We look forward to continued investments in the future and the continuation of our long history of supporting outstanding dental care.”

Benevis’s legal advisor for the reorganization is Jackson Walker. Conway Mackenzie and Lincoln International LLC are serving as financial advisors to the Company. https://www.bakersfield.com/ap/news/benevis-enters-voluntary-chapter-11-reorganization/article_459a597a-b83e-50a0-bf5c-a198781a15f1.html

Admittedly I nearly choked and puked on the "outstanding dental care" statement. 

Below is the corporate structure according to Scott Mell and was included in his Declaration on page 4.

Maybe it's just me, but I think there might be a few things left out of this little stick drawing. 

In the Amended Petition it lists the 30 largest unsecured creditors.  Henry Schein, Inc., holds the number one spot with Benevis owing them $3,671,336.72!  WHOA!  

LT Smiles Bankruptcy Petition shows the Equity Security Holders as this. To save you some time, that address is New Mountain Capital.

New Mountain Capital SEC Filings

Another familiar name I noticed on the creditors list is Tailwind Capital. They are the PE firm that bought Lone Peak Management Group located in Utah and their Smiles 4 Kids clinics, mostly located in the Northwest. In 2018 a whistleblower came forward with serious allegation against the company and it's leadership.

 

 

Will the COVID-19 Pandemic Be The Demise Private Equity Owned and Operated Dental Chains?

Updated: March 21. 2020

With the COVID-19 Virus hitting every industry hard, and Wall Street crumbling, what will happen to places such as Heartland Dental, Aspen Dental, Kool Smiles, and the host of other dental chains across America that are backed by Private Equity firms and various other types of investors?

Rumor has it that Immiadent, operated by Samson Dental Partners, LLC,  has closed the doors to many, if not all, of their offices. As of today, their website shows only 12 offices still open, that's down from 33. However, I'm told that they closed several and were going to rebrand using the name Bright Tiger Dental until about the time the COVID-19 hit, then suddenly, they fired all employees and closed the doors to all their clinics. This has not been verified.

In 2018 Samson and Immiadent agreed to pay $5.1 million to settle claims that it improperly billed Indiana’s Medicaid program as well as breaking Indiana law that forbids nondental managers from compromising clinical judgments by rewarding or punishing dental staff based on productivity measures. Samson Dental Partners and their Immediadent offices were located in Indiana, Kentucky and Ohio. 

On March 18, 2020 the American Dental Association issued guidelines in response to the Covid-19 Virus, recommending emergency treatment only.  Click here for what the ADA considers Emergency Treatment.

New out of Nebraska reports some dental offices closing under the guidelines.

 

I suspect we will be seeing more headlines as the one below in the coming months. However, during the first stage I suspect there will be more pressure on working dentists to overtreat as the chains try to stay afloat.  I'll be watching.

Dental office’s abrupt closure leaves patients frowning

January 29, 2020 by Adam Zuvanich 22 Comments

The Signature Smiles dental office in Garden Oaks.

Nothing seemed amiss on Jan. 17, when Amanda Leal took her two daughters to the Signature Smiles dental office in Garden Oaks. The Candlelight Estates resident said she joked with some of the employees there after her girls had their checkups, and then Leal made appointments for the following month.

Three days later, however, she got an email saying the office was non-operational.
“I’m just flabbergasted,” Leal said.

Several other Northwest Houston residents have had similar reactions since the local Signature Smiles office, located at 3800 N. Shepherd Dr., Suite 3A, abruptly closed Jan. 20. The business provided no warning, according to multiple patients, and some said they aren’t sure whether they can continue to receive treatment from the doctors who worked there or recoup payments they made for services that have yet to be provided.

Read the entire story here.

$2.3 Million Malpractice Lawsuit in Filed in Virginia Against Kool Smiles

May 9, 2019

In January 2018, Dental Service Organization (DSO), Benevis, who operates Kool Smiles dental clinics across the country agreed to a Settlement of $23.9 million dollars to settle fraud charges with the federal government. Why the company was not placed under a Corporate Integrity Agreement is beyond me, not that they mean a whole lot, but still. 

“Today’s settlement sends a very clear signal:  Fraud in the federal healthcare system will not be tolerated,” said U.S. Attorney John F. Bash for the Western District of Texas. “Especially when that fraud involves performing unnecessary procedures on kids—here, unnecessary baby root canals and tooth extractions, among other procedures—we will not hesitate to use every tool at our disposal to punish those who break the law.”

“It is intolerable when health care companies seek to boost profits by defrauding Medicaid and exploiting children," said Special Agent in Charge Phillip M. Coyne, HHS-OIG. "Systematically performing and billing for medically unnecessary dental procedures undermines the well-being of these young patients, corrupts the impartiality of medical decision-making, and diverts money from taxpayer-funded health care programs designed to pay for legitimate medical needs.”

Soon after they began rebranding each clinic to appear more individually owned and operated. But did they change their ways?  Uh....nope!  

The Complaint states that at least 50 children were treated with unsterilized instruments in March and April 2019.

190509 Virginia Kool Smiles... by on Scribd

Private Equity Firm Arby Partners Invests in Dental Service Orgainization Dr. Dental Management, LLC

Abry Partners has made an investment in Framingham, Massachusetts-based Dr. Dental Management, a dental management service organization. No financial terms were disclosed.

March 13, 2019
PRESS RELEASE
BOSTON–(BUSINESS WIRE)–Abry Partners (Abry), a Boston-based private equity firm, today announced that it has completed a strategic investment in Framingham, Mass.-based Dr. Dental Management, LLC (Dr. Dental), a dental management service organization that provides comprehensive management and administrative services to Dr. Dental-branded offices.

Dr. Dental has a unique playbook for growth, successfully scaling the company exclusively through new site openings to become one of the largest dental management service organizations in New England, with 100 active dentists treating over 250,000 patients a year. With this infusion of capital from Abry, Dr. Dental will continue to expand organically by opening new locations but will now also target strategic acquisitions of dental practices and groups throughout the Northeast.
Dr. Dental was founded in 2004 by the brother and sister team Alex Faigel, CEO, and Dr. Julia Faigel, DMD, clinical director, with the mission of providing quality dental care and great service at a lower cost in convenient neighborhood locations. The organization has grown from a single location to now 44 locations with 250 operatories throughout Massachusetts, Connecticut, New Hampshire and New Jersey.

The Dr. Dental management service organization supports its patient-care locations in all non-clinical aspects of dental practice, including staffing, patient scheduling, billing and collections, financial reporting and analysis, group purchasing, payroll, marketing, education and training. This suite of services enables affiliated dentists to focus exclusively on delivering high-quality patient care, making Dr. Dental one of the leading brands as measured by patient satisfaction in the Northeast.

“Abry’s investment in Dr. Dental is a true testament to our company and the dedication of our doctors and their loyal patients,” said Alex Faigel, Dr. Dental’s co-founder and CEO. “We’re excited to build on our recent growth with Abry Partners and look forward to all that we can achieve together. By combining our first-rate reputation and expertise in organic growth with Abry Partners’ resources and guidance for strategic acquisitions, we see Dr. Dental achieving record growth and rapidly expanding its footprint over the next few years.”

The funds will also be used to hire additional management and administration staff, and expand marketing and brand awareness for Dr. Dental and its affiliates. Dr. Julia Faigel and Alex Faigel will continue in their current management roles and run day-to-day operations.

“We see a very bright future for Dr. Dental,” said T.J. Rose of Abry Partners. “Alex, Julia and their team have built a strong business ripe for further growth. This investment perfectly aligns with Abry’s multi-site healthcare specialty platform – including dermatology, dental, autism and urgent care – and we look forward to leveraging our expertise to help accelerate growth organically by expanding with new locations and through acquisitions.”


About Dr. Dental Management
Headquartered in Framingham, Mass., Dr. Dental is a leading Dental Management Service Organization (“DSO”) in New England. Dr. Dental has 44 branded locations across four states (Connecticut, Massachusetts, New Hampshire and New Jersey). Dr. Dental is focused on providing quality and affordable care for all and has established itself as a leader in patient satisfaction. For more information, visit www.mydrdental.com.

About Abry Partners
Abry Partners is one of the most experienced media, communications, and information services sector-focused private equity firms in North America. Since its founding in 1989, the firm has completed over $80 billion of transactions, including leveraged buyouts, growth financings and recapitalizations. Currently, Abry manages over $12.0 billion of capital in its active funds.

Dr. Dental Locations 
Arby Partners Portfolio

Xerox Pays $236 Million to Settle State of Texas Dental Fraud Case Legal Team: Whistleblowers Dr. Christine Ellis, Madelayne Castillo, Yarubi Morales and others Are Vindicated

Xerox Pays $236 Million to Settle State of Texas Dental Fraud Case
Legal Team: Whistleblowers Dr. Christine Ellis, Madelayne Castillo, Yarubi Morales
and others Are Vindicated

AUSTIN, Feb. 20, 2019 – The $236 million settlement of the State of Texas’ Medicaid fraud
claims against Xerox Corp. business units vindicated whistleblowers Dr. Christine Ellis,
Madelayne Castillo, Yarubi Morales and other whistleblowers, their legal teams said today. The
settlement is the largest recovery ever in a healthcare fraud recovery suit in Texas for Medicaid
related claims.

The State’s lawsuit alleged that Xerox violated the Texas Medicaid Fraud Prevention Act and
“rubber-stamped” prior authorization requests by unqualified clerical employees, allowing “vast
numbers” of orthodontic procedures for children whose condition did not meet Medicaid criteria
for treatment. The company, formerly known as Affiliated Computer Services, Inc., before Xerox
acquired it, also was accused of making false statements or representations in Medicaid filings
with the state.

Dr. Ellis, an orthodontist in Dallas, testified before a congressional committee in Washington in April 2012 about alleged Medicaid fraud in orthodontic billings by Texas dentists.

Ms. Castillo was an employee of the now-defunct All Smiles dental chain and West Texas Dental. Ms. Morales was a former employee of the now defunct All Smiles dental chain and Rodeo Dental.

Dr. Ellis, Ms. Castillo, Ms. Morales and several other whistleblowers all filed suits approximately
two years before the State filed its suit. The State has acknowledged that the facts underlying its
suit are the same as those underlying the whistleblowers’ previous filings.

Xerox became the state’s Medicaid administrator in 2003. Between 2004 and 2012, Texas
expended approximately $1.1 billion on orthodontics under the Texas Medicaid program.
According to the State’s lawsuit, Xerox, and ACS, Inc. before it, repeatedly represented to Texas
Medicaid officials that their prior authorization system ensured proper predeterminations of
qualifications.

Ms. Castillo, Ms. Morales and several other whistleblowers who filed cases against ACS/Xerox
are represented by Rusty Tucker of the Law Offices of James R. Tucker, P.C. of Dallas and MikeTibbals of Dallas. Ketan U. Kharod, of Guerrero & Whittle, PLLC, of Austin, Charles S. Siegel
and Caitlyn Silhan, of Waters and Kraus, of Dallas, Daniel L. Hargrove, of the Hargrove Law Firm
of San Antonio, and James R. Moriarty, of the Law Office of James R. Moriarty of Houston
represent Dr. Ellis.

Charles Siegel of Waters and Kraus said, “Because of Dr. Ellis and other whistleblowers who
brought lawsuits against ACS/ Xerox, the State of Texas ultimately showed how Xerox and ACS,
Inc. deeply compromised the integrity of the Texas Medicaid program. They faced vicious legal
attacks in their courageous efforts to set the record straight.”

Rusty Tucker of the Law Offices of James R. Tucker, P.C. said, “Our legal team hopes this
settlement sends a strong message that companies that prey upon Texas families and defraud the
state will face the judgment of the courts. Companies who commit unlawful acts in violation of
the Texas Medicaid Fraud Prevention Act will be held accountable. Dr. Ellis, Ms. Castillo, Ms.
Morales and other whistleblowers who came forward should be recognized for helping expose this
massive fraud.”

The case is “The State of Texas v. Xerox Corporation, et al.,” Cause No. D-1-GV-14-000581 in
the 53rd Judicial District of Travis County, Texas.

CONTACTS:
Rusty Tucker, Law Offices of James R. Tucker, P.C. (214) 505-0097
Charles Siegel, Waters and Kraus (214) 357-6244
James Moriarty, Law Offices of James R Moriarty (713) 857-1212

After WFAA investigation, company settles with State of Texas for record $235.9 million

Xerox Corporation and its former subsidiary, Conduent, agreed Tuesday to a record $235.9 million settlement with the State of Texas, according to the Texas Attorney General's Office. 
It was the largest single Medicaid fraud-related settlement in a case filed by the Texas Attorney General.

The settlement comes after a three-year WFAA investigation that uncovered millions of dollars in alleged overbilling by Texas dentists targeting low-income children for unnecessary and often harmful dental and orthodontic work.

Read entire story at WFAA website

Related:

 WFAA's Byron Harris reports 

Tailwind Capital's Dental Service Organization Investments: Benevis and Lone Peak

Just an FYI, since I'm sure this information will be needed one day:

Smiles 4 Kids, which had been purchasing many old Small Smiles clinics and Kool Smiles are both now operated by Tailwind Capital.

Benevis is Kool Smiles and Resolution Dental

Lone Peak is Smiles 4 Kids as well as a few other names.

Financing for Benevis's sale to Tailwind seems to be, in part,  by New Mountain Finance and happened during the 1st quarter of 2018. Probably before the ink on the Kool Smiles settlement was dry. 

In a May 2018 conference call transcript New Mountain states:

Our new investments were highlighted by a larger-size directed origination of a unitranched loan for Benevis, several club deals including a loan to ACA Compliance and one addition to both our net leased portfolio and our SBIC investing program. We believe that the consistency of our deal flow in this competitive market shows the strength of the broad sourcing network that we have built.

(unintranched debt: debt is a type of structured debt that obtains funding from multiple participants with varying term structures.)

 

In their 2018 holdings report, Washington State Investment Board is invested is Tailwind and New Mountain.


Although Benevis still shows up on FFL Partners website's portfolio page,  it is listed under the "Former" tab on their website.

Tailwind Captial Portfolio
FFL Partners Portfolio

Toddler who died after dental procedure at Kool Smiles was hooked up to empty oxygen tank as staff muted heart alarm: lawsuit

Toddler who died after dental procedure was hooked up to empty oxygen tank as staff muted heart alarm: lawsuit

Jan 9, 2019

The heartbroken family of a 2-year-old boy who died after a visit to the dentist last year is suing the Arizona clinic, claiming that a staff member repeatedly muted the alarm on a heart monitor that he was hooked up to, and that the oxygen tank he was supposed to be receiving supplemental air from was either faulty or empty.

Zion Gastelum’s mother, Veronica, brought her son to the Kool Smiles dental clinic in Yuma in December 2017 after it was determined that the boy needed crowns to address severe cavities. According to a police report obtained by ABC 15, Aaron Roberts was contracted by the clinic and was supervising the procedure, and a dentist later told responding officers that the procedure had gone “well.”

According to the family’s lawsuit, while under general anesthesia Zion had nine of his baby teeth worked on, including root canals and crowns on six of them. The complaint alleges that X-rays or further investigative exams were not conducted to confirm that the nine procedures were necessary.

Read more here.

Related:

Police report offers new details in case of 2-year-old who died after Yuma dental appointment

DOJ: Kool Smiles dental clinics to pay $23.9 million, allegedly submitted false claims

150 families have now filed lawsuits in Orange County Superior Court , Santa Ana, California against Children’s Dental Group — Number is expected to grow

By Deepa Bharath | dbharath@scng.com | Orange County Register
PUBLISHED: January 16, 2019 at 6:11 pm | UPDATED: January 18, 2019 at 2:19 pm

                              

IRVINE — Sixty-five families whose children were infected by rare bacteria when they underwent pulpotomies, or “baby root canals,” at an Anaheim clinic two years ago filed a lawsuit Wednesday, Jan. 16, naming the clinic, its operators, the company that installs and maintains water filtration systems, and several dentists.

The lawsuit, which was filed in Orange County Superior Court in Santa Ana, alleges that Children’s Dental Group and dentists who provided services there performed hundreds if not thousands of unnecessary pulpotomies on children. Potentially deadly Mycobacterium abscesses was found in several samples the county’s Health Care Agency took from the clinic’s water system. 

The children, ages 3 to 9, all underwent pulpotomies at the clinic between April and July 2016. In all, 500 children underwent the procedure during that time.

Children’s Dental Group has since become part of Western Dental. The clinic in question on East Lincoln Avenue is not owned or operated by Western Dental, but has changed hands.

So far, 150 families have filed lawsuits against the clinic and the number is expected to grow, said Dan Hodes, Irvine-based medical malpractice lawyer who is representing the children and their families.

READ THE ENTIRE UPDATE ON THIS STORY HERE

Related links:

Orange County Public Health - Dental Outbreak (Mycobacterium)

57 children who underwent baby tooth root canals, orpulpotomies, at Children’s Dental Group have been hospitalized – October 27, 2016

Anaheim dental clinic ordered to stop using water after 10 kids hospitalized – September 16, 2016

Law Offices of James R. Moriarty Facebook

Law Offices of James R. Moriarty Website

New Complaints About Lone Peak Management Group and Smiles 4 Kids Dental Clinics

Pediatric dental chain faces new complaints

By: Alison Grande
Updated: Nov 16, 2018

A new complaint was filed against a local pediatric dental chain, Smiles 4 Kids. The chain is managed by Dr. Justin VanBibber and owned by Lone Peak Management.

The latest complaint was filed by the Washington State Dental Association with the Department of Health and the Dental Quality Assurance Commission. The complaint alleges the dental offices in the chain, only refer patients to their other practices for oral surgery or orthodontia.

Dr. Chris Delecki is the president of the Washington State Dental Association.

"They're failing to disclose the fact the patient has other options besides their self-referrals to their own managed practices," said Dr. Chris Delecki, President of the Washington State Dental Association.

"Patients are often being asked to travel from Tumwater to Tacoma for their orthodontic care and these are Medicaid patients and for many of them transportation is one of the biggest things they face.
he complaint includes an email apparently sent by the Smiles for Kids Regional manager to office managers.

"Patients in your offices should NOT be given options as to where they would like to go for their wisdom teeth extractions -- referring patients anywhere else is sending OUR business and money away and is therefore, unacceptable."

Read the entire report here.