Real Estate Carve-Outs Counsel for Dental Practice Management Acquisitions
Securities and M&A counsel for independent sponsors structuring dental practice management transactions, from LOI to close to the capital markets that open up afterward.
The economics on a dental practice management platform deal usually hinge on a handful of structural decisions. Real Estate Carve-Outs is one of them.
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.
How Real Estate Carve-Outs actually gets structured.
Separate operating real estate into a single-purpose entity pre-close.
Document an arm's-length lease with renewal options and assignment rights.
Address title, survey, and environmental on each parcel.
Coordinate the real estate close with the operating company close.
In dental practice management, layer in MSO model documented per state as part of the Real Estate Carve-Outs workstream.
Leaving the real estate inside the operating company. The buyer pays a higher multiple than the real estate deserves.
"Real estate trades at a different multiple than the business. Separate it, lease it, manage it."Jason Powell · Real Estate Carve-Outs
The deal is one thing. The capital that opens up after close is another.
The capital that opens up post-close, from refinancing to growth equity to strategic exit, runs through a small set of Wall Street relationships. That network is built in.
Related deal pages.
Independent Sponsor Economics for Dental Practice Management
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Management Fee Structuring for Dental Practice Management
The annual fee paid by the deal entity to the independent sponsor for ongoing oversight, board service, and p…
Transaction Fee Structuring for Dental Practice Management
The fee paid at closing to the independent sponsor for sourcing, structuring, and closing the platform deal a…
Working Capital Adjustments for Dental Practice Management
The closing-date true-up that protects the buyer from receiving a business stripped of normal-course working …
Real Estate Carve-Outs for Healthcare Services
roll-up of physician practices and ancillary service lines
Real Estate Carve-Outs for Home Services
regional roll-ups of HVAC, plumbing, and electrical operators
An LOI on the desk, a dental practice management target, and a Real Estate Carve-Outs question worth a real conversation.
Twenty minutes of practitioner-grade input from a securities attorney whose first move is to read the deal, not the engagement letter.