Healthcare Services Deals: Transaction Fee Structuring Done Right
Securities and M&A counsel for independent sponsors structuring healthcare services transactions, from LOI to close to the capital markets that open up afterward.
Transaction Fee Structuring on healthcare services deals is one of those workstreams that looks routine on a checklist and decides outcomes in practice.
The typical healthcare services platform sits at $15M to $120M EV with EBITDA in the $3M to $20M range. The thesis runs on roll-up of physician practices and ancillary service lines. Most off-market healthcare deals come through advisors who have seen the structure before. Have one in your call list.
How Transaction Fee Structuring actually gets structured.
Disclose the fee in the LP commitment letter and the LPA, with no surprises at close.
Set platform transaction fees at 2 to 3 percent of enterprise value, add-on fees at 1 to 2 percent.
Build an LP-approval threshold above which a one-time vote is required.
Treat the fee as a closing distribution, paid before working capital adjustments.
In healthcare services, layer in PC/MSO structuring as part of the Transaction Fee Structuring workstream.
Hiding the transaction fee in closing costs. LPs find it, and you lose the next deal.
"Charge the fee. Disclose the fee. Defend the fee. The LP either funds the model or does not."Jason Powell · Transaction Fee Structuring
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.
Related deal pages.
Working Capital Adjustments for Healthcare Services
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Indemnification for Healthcare Services
The seller's contractual promise to compensate the buyer for breaches of representations, covenants, and spec…
Quality of Earnings for Healthcare Services
The buyer's accounting diligence report normalizing earnings, working capital, and pro-forma performance.
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Bring the healthcare services deal. Get Transaction Fee Structuring 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.