Medical & Dental Practice Sales

Our Practice-Sale Process

1. Confidential Consultation

We begin by discussing the practice, the owner’s objectives, preferred timeline, financial expectations, desired post-closing involvement, confidentiality concerns, and any real estate associated with the practice.

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This initial conversation helps determine whether an immediate sale, a period of preparation, an internal transition, or another strategy may be appropriate.

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2. Financial and Operational Review

We review the information that may affect the practice’s value and marketability, including:

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• Revenue and profitability

• Provider compensation and owner benefits

• Potential owner add-backs

• Historical financial trends

• Patient volume and demographics

• Service and procedure mix

• Payer mix

• Staffing and provider structure

• Owner dependence

• Equipment and technology

• Office lease terms

• Contracts and vendor relationships

• Referral sources

• Licenses and permits

• Growth opportunities

• Operational and transaction risks

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3. Practice Valuation and Pricing Strategy

A market-informed valuation provides a foundation for sale planning and buyer discussions. Depending on the practice and the intended purpose, the valuation may consider:

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• Historical financial performance

• Adjusted earnings or cash flow

• Tangible assets and equipment

• Professional and practice goodwill

• Location and market conditions

• Patient and referral characteristics

• Provider dependence

• Staffing and operational systems

• Comparable practice transactions

• Buyer demand

• Financing feasibility

• Lease or real estate considerations

• Transferability and risk

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Depending on the intended use, we may recommend a broker opinion of value, a market-based assessment, or a formal third-party valuation.

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4. Sale Preparation

Before marketing begins, we help organize the information prospective buyers and lenders may request.

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Preparation may include:

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• Financial statements and tax returns

• Provider production and compensation information

• Patient and payer information

• Staffing and organizational details

• Equipment and asset lists

• Lease and real estate documents

• Contracts and vendor agreements

• Licenses and permits

• Policies and operating procedures

• Information supporting owner add-backs

• A confidential practice summary

• A confidentiality and communication plan

• Anticipated buyer and lender questions

 

Addressing these matters early can help reduce delays and inconsistencies during due diligence.

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5. Confidential Marketing

Protecting confidentiality is especially important when a sale could affect employees, patients, referral sources, competitors, and the surrounding community.

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We prepare marketing materials that present the practice while limiting identifying information during the early stages of the process. Marketing may include:

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• Confidential online advertising

• Direct outreach to prospective buyers

• Communication with professional and buyer networks

• Targeted outreach within the specialty

• Cooperation with qualified brokers

• Limited-market or off-market strategies

 

Identifying and sensitive information is generally released in stages after applicable confidentiality and buyer-qualification requirements have been satisfied.

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6. Buyer Screening

Prospective buyers may be evaluated based on their:

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• Professional qualifications

• Applicable licensing

• Financial capability

• Financing readiness

• Clinical or operational experience

• Acquisition goals

• Preferred timeline

• Ability to complete the transaction

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Before receiving confidential information, a buyer may be asked to provide a signed nondisclosure agreement, buyer profile, proof of funds, personal financial statement, lender prequalification, and information about relevant professional experience.

 

7. Offers and Negotiations

We help sellers evaluate offers based on the complete proposed transaction—not only the purchase price.

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Important terms may include:

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• Cash at closing

• Financing contingencies

• Seller financing

• Earnest money

• Due-diligence terms

• Allocation of assets

• Accounts receivable

• Equipment and inventory

• Lease or real estate terms

• Seller training

• Provider-transition assistance

• Restrictive covenants, where permitted and appropriate

• Closing conditions

• Transaction timeline

• Buyer qualifications and likelihood of closing

 

We help the client understand the practical implications of each proposal and negotiate terms consistent with the client’s objectives.

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8. Due Diligence

After an offer is accepted, the buyer and the buyer’s advisors typically examine the practice’s financial, operational, legal, and regulatory information.

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Due diligence may include:

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• Tax returns and financial statements

• Bank and merchant-processing records

• Provider production reports

• Patient and payer information

• Payroll and employee information

• Equipment and technology

• Contracts and vendor agreements

• Licenses and permits

• Office lease or real estate

• Insurance and claims history

• Compliance matters

• Practice systems and procedures

• Litigation and liabilities

 

We help organize the exchange of information, track applicable deadlines, facilitate communication, and coordinate with the parties and their advisors.

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9. Closing and Practice Transition

A practice transition may involve more than transferring assets. It may also require coordination among the seller, buyer, lender, escrow holder, landlord, attorneys, accountants, licensing agencies, insurers, and other professionals.

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Transition matters may include:

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• Seller training and clinical transition

• Patient communications

• Staff retention and employee communications

• Referral-source introductions

• Professional licensing and ownership requirements

• Entity formation or restructuring

• Payer enrollment and credentialing

• Records custody and transfer

• Lease assignment or a new lease

• Equipment and inventory transfer

• Telephone, technology, and vendor transition

• Post-closing assistance

 

LegalWise helps coordinate the transaction and its moving parts. The parties should obtain independent legal, tax, accounting, regulatory, and other professional advice as appropriate.​