Magna One on One with Sandra Gravanti

Sandra Gravanti, General Counsel, Tosca LTD

It’s the middle of summer and 100% humidity in Atlanta. That is a problem when running is your hobby that brings you stress relief and peace of mind. So, Tosca general counsel Sandra Gravanti works around the heat (as much as possible) and starts her morning run at 5 AM.

In the same way, Gravanti has added a twist to her background in tax law and security operations into becoming the first ever general counsel for Tosca, which specializes in reusable plastic containers (RPCs) for shipping food. One way she does it: Thinking outside the box – pun intended.

You went to college and law school in Florida and now helm Tosca’s legal operations based out of Atlanta. What is it with your attraction to the heat and humidity?
Well, I was born in Saudi Arabia. My father was working for the Italian embassy at the time. I was an Italian citizen before we moved to the States, and when I was 16 I became a naturalized US citizen.

Were you ever interested in getting into politics?
Politics was never one of my dreams. I wanted to be an opera singer when I was young – namely, a famous soprano. Obviously, I didn’t realize I wanted to be general counsel. But now that I’m here, I like it.

Prior to this position you were Vice President of Risk Management and Associate General Counsel for U.S. Security Associates, a nationwide company that provides security guards, loss prevention officers, etc. How did you get involved with them?
I was a tax lawyer and did some contract work for the company. I worked with the general counsel and he eventually asked me to join the company as AGC to manage the litigation as he thought my attention to detail would be useful. The work was challenging and high-paced and I ended up working there for eight years.

My position there was a combination of litigation, contracts work and risk management.

What challenges does a security company face?
It was non-stop given that we had almost 60,000 employees spread across the country and it led to litigation in every single state – except maybe Idaho and North Dakota. It seemed like every time there was an incident at a Walmart or shopping mall, or office building, they would sue both us and our customer. For example, if someone got their purse snatched in the parking lot, they would sue alleging insufficient security.

In that sense, I saw how critical indemnification provisions were. Or to put it another way, how valuable or destructive those provisions can be to a company depending on how their contracts are written.

I notice you did auto litigation at U.S. Security Associates. How did that come into play?
We had a fleet of almost 2,000 vehicles for patrol, so accidents occurred from time to time.

Do you feel that at the end of the day you were just doing routine, standard legal work or was there something different about the job because you were immersed in the world of security?
Everyone cares about security. The job was more interesting because of that and because the venues were prominent: NFL games, music festivals and shopping malls. There were a lot of high-profile cases, and when security goes wrong, it’s usually significant.

What are some of your thoughts on security best practices?

Security is everyone’s business. And no person or entity can foresee enough to keep everyone safe, so be aware of your surroundings.

Also, some companies look at security as something they want to get as cheaply as possible – i.e. one security guard and treat is as insurance. But that may not be enough for themselves, their customers, and their employees.

How do you go from security to shipping crates?
Tosca needed a general counsel, and the company and I had a mutual connection who recommended me. Although of course one of the first things that went through my mind was the famous Puccini opera – Tosca.

Tosca (the company) provides reusable plastic containers (RPCs) that look like modified milk crates and the company promotes a sort of farm to market model: Use these containers to pack your produce on the farm, smartly stack them into trucks and bring them to market. Once there, some containers have features such as a drop-down panel so that the crates can now be placed on the shelves and double as display racks.

It is more than a crate. It’s a crate with a purpose that reduces labor and reduces waste significantly.

For example, eggs were costing retailers millions of dollars in lost products. A quarter of them end up broken and smashed. Then someone has to clean up the broken eggs.

The Tosca egg crate protects the product and has a collapsible wall that drops when you put it on the shelf. This leads to significantly less work time in unloading and displaying the eggs.

If you look at a product such as poultry, the cardboard boxes get covered in goop and fluids. But our crates have no “squishing” and there is drainage at the bottom, so the fluid does not seep back into the product and it is more hygienic. It’s also easier to stack and move the Tosca crates because they are more sturdy, and there is no fear of them ripping open when you are carrying them. There’s also no need to use box cutters, which can cause injury.

Also, we are not using cardboard that ends up in landfills. Once the retailers are done with the crates – i.e. the eggs are sold – we get them back, sanitize them, and send them back out again.

Sounds like a big switch from focusing on security guards.

I went from the security and safety of people to the security and safety of produce, perishables and supply chain. But they are not all that different: Food safety is one of the most critical components of this job. Although I haven’t had any major food safety cases yet, and don’t want any.

How did you connect with Magna?
I met Matt Richter at a conference. I was at U.S. Security Associates at the time. Matt was asking me about nationwide court reporting, which is handy.

But I ended up using Magna most significantly in a bizarre case in a tricky venue. I can’t provide more details due to confidentiality. But the bottom line was, we did not know what a jury would do, and no one could articulate to me a true value or range of cost for the case. So, Magna did a panel on the case with 100 people. The panel put a finger on the pulse of the local community on how they viewed the case. It gave me insight into how much the case would cost and framed a good settlement range for me. It was done quickly, and the Magna reports were fantastic.

At Tosca, I used Magna for a labor union issue. Our Denver service center was considering unionizing and we used Magna for live translation and document translation given that there were several employees from multiple countries. We were able to communicate directly with our employees to make sure they understood our side. In the end, a union was not formed, which we were happy with.

There is an interesting twist here: You are the first general counsel for Tosca. And this is your first general counsel position.
It is neat starting on the ground floor, and the company and I are working through it together. On the downside: I can’t blame my predecessor for anything!

Why did Tosca make the leap to an in-house general counsel?
It was growing so rapidly. They had been using outside counsel and decided it was time to get their own, inside lawyer. And in fact, I am the only inside lawyer. All the other legal work is done by a team of 15 to 20 outside attorneys. My hope is that as the company continues to grow, I will begin to grow my inside legal team as well.

How big is the operation you oversee?
Tosca is private equity owned and we have 14 service centers across country and 1,500 employees. That compares to almost 60,000 security guards at my prior job, but that doesn’t mean less legal issues. Tosca is highly automated, which presents different issues. For example, negotiating contracts for large machines built overseas and installed in our facilities in the U.S. is challenging and interesting. They take one to two years to be built. Tosca is much more engineering driven: You need engineers to keep those machines running.

I don’t have to negotiate with the machines, but I still have traditional employment cases such as workers’ comp, wages, and discrimination.

What is the difference between being associate general counsel at a large company and general counsel at a smaller company?
The job is easier at the bigger company but with the lesser role because you have a bigger staff and more support. Here, I’m building the program from the ground up. But I have only been here since January. Call me in two years.

Now that you are at a company specializing in shipping crates, do you ever think outside the box? Pun intended.
Thinking outside the box is actually one of our biggest marketing campaigns. But I have always thought that is the key to success and am trying to use that technique here.

Since I came into this role with no supply chain or pooling experience, looking at Tosca’s contracts for the first time was eye-opening. But with a new set of eyes I was able to restructure the contracts and the terms with our customers to improve our ability to protect our assets and to get them back.

Our business, for example, is based on a pooling concept:
We send out the RPCs to a food harvester, or poultry plant, or egg farm; which is then sent to a market or national grocery retailer. Afterwards, it’s sent to a sorting facility and then back to Tosca for cleaning. Then the whole process starts again.

So, we want our customers to use the crates, but we also want our contracts to ensure we get them back.

Speaking of marketing campaigns, sounds like you had another good one.
Given my Italian background, I used to say, if life gives you lemons, make limoncello.

Now I like to say, if life gives you lemons, make sure they’re shipped in a Tosca RPC.

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