Post-close · Dental Practice Management

Independent Sponsor Dividend Recapitalization in Dental Practice Management

Independent sponsor counsel for dental practice management, focused on Dividend Recapitalization and the deal mechanics that protect sponsor economics and LP alignment.

EV range $10M to $130M EV EBITDA $2.5M to $22M Audience Independent Sponsor
The deal context

Dividend Recapitalization on dental practice management deals is one of those workstreams that looks routine on a checklist and decides outcomes in practice.

The typical dental practice management platform sits at $10M to $130M EV with EBITDA in the $2.5M to $22M range. The thesis runs on DSO buy-up under an MSO. Insurance mix dictates valuation. Read the PPO contracts before the EBITDA.

The moves

How Dividend Recapitalization actually gets structured.

  1. Time the recap when leverage has come down and EBITDA has grown.

  2. Structure the new senior debt with room for ongoing operations and add-ons.

  3. Confirm that the LP waterfall recognizes the distribution as recap, not exit.

  4. Coordinate tax treatment of the distribution with the LPs in advance.

  5. In dental practice management, layer in MSO model documented per state as part of the Dividend Recapitalization workstream.

The common mistake

Recapping too early. Lenders price it; LPs feel it; the next deal cost goes up.

Jason's take
"Recaps are a tool, not a habit. Use them when the operating story supports them."
Jason Powell · Dividend Recapitalization
Capital after close

The deal is one thing. The capital that opens up after close is another.

Capital after close is where the IRR actually gets made. The right introductions at month nine through month thirty are where this practice works as hard as it does at the LOI.

MONTH 18
Senior refi
MONTH 24
Dividend recap
MONTH 36
Growth equity
YEAR 4–5
Strategic exit
WORK WITH JASON

Bring the dental practice management deal. Get Dividend Recapitalization done right.

Direct counsel from a securities and M&A attorney with billions in structured transactions, the independent-sponsor-native playbook, and the capital markets network that opens up post-close.