Dental Practice Sale Preparation Guide
Step-by-step guide to preparing your dental practice for sale. Timeline, valuation factors, broker selection, and negotiation strategy.
Whether you're selling in 6 months or 5 years, preparation directly impacts your sale price. Practices that prepare properly sell for 15-25% more than those that don't.
12-24 Months Before Sale
- Clean your financials. Separate personal expenses from practice expenses. Buyers and their CPAs will scrutinize your last 3 years of tax returns. Commingled finances kill deals.
- Maximize collections. Get your collection rate above 96%. Reduce AR over 90 days to under 5% of total. Buyers discount practices with collection problems.
- Reduce owner dependency. If the practice can't function without you for 2 weeks, it's worth less. Train your team. Document procedures. Build systems that run without you.
- Lock in your lease. A lease with less than 3 years remaining scares buyers. Negotiate a 5-10 year lease or renewal option before listing.
- Invest in equipment selectively. Replace anything broken or outdated. Don't over-invest - buyers factor equipment age into their offer but won't pay dollar-for-dollar for new purchases.
6-12 Months Before Sale
- Get a formal valuation. Not a broker's "free estimate" - a real appraisal from a certified practice appraiser. Cost: $3,000-8,000. Worth every dollar for negotiation leverage.
- Assemble your data room. Buyers will request: 3 years of tax returns, P&L statements, production reports by provider, new patient counts, procedure mix, payer mix, staff roster with tenure and compensation, equipment list, lease agreement.
- Choose your broker. Interview 3+ brokers. Ask about their recent comparable sales. Typical commission: 8-10% (negotiate down to 6-7% for practices over $1M). Get references from sellers, not just buyers.
- Decide on your transition. Most buyers want 6-12 months of seller transition. Plan for it. DSOs may want 2-3 years with earnout provisions - understand the tradeoffs.
Listing and Negotiation
- Pricing: Solo GP practices typically sell at 65-85% of annual collections or 2.5-4x EBITDA. Group practices and DSO targets command higher multiples (see our valuation estimator).
- Deal structure matters more than price. A $900K all-cash offer may be better than a $1.1M offer with $400K in earnout contingencies. Understand the difference.
- Non-competes are standard. Typical: 5-10 mile radius for 3-5 years. Negotiate the radius and duration carefully - this is your biggest concession.
- Staff retention. Buyers value practices where key staff will stay. Consider retention bonuses for your office manager and lead hygienist through the transition.
Valuation Factors That Matter Most
| Factor | Impact |
|---|---|
| Clean financials (3+ years) | +10-15% |
| Collection rate >96% | +5-10% |
| Lease >5 years remaining | +5-8% |
| Low owner dependency | +10-20% |
| High overhead (>65%) | -10-15% |
| Aging equipment | -5-10% |
| Short lease (<3 years) | -10-20% |
Disclaimer: This guide provides general information based on industry practice and published broker data. It is not legal, financial, or tax advice. Practice sales involve complex legal and financial considerations. Work with qualified professionals (broker, attorney, CPA) for your specific situation.
Related: PE Money Is Hunting for Dental Practices | Practice Valuation Estimator