Close · Veterinary Services

Veterinary Services Deals: Representation & Warranty Insurance Done Right

Independent sponsor counsel for veterinary services, focused on Representation & Warranty Insurance and the deal mechanics that protect sponsor economics and LP alignment.

EV range $8M to $100M EV EBITDA $2M to $18M Audience Buy-side / Sponsor
The deal context

The economics on a veterinary services platform deal usually hinge on a handful of structural decisions. Representation & Warranty Insurance is one of them.

The typical veterinary services platform sits at $8M to $100M EV with EBITDA in the $2M to $18M range. The thesis runs on general or specialty practice roll-up under an MSO. DVM retention is more valuable than equipment. Underwrite the people, then the practice.

The moves

How Representation & Warranty Insurance actually gets structured.

  1. Get to non-binding indication within two weeks of LOI sign, with carrier diligence to follow.

  2. Negotiate retention to 0.5 percent of EV, dropping to 0.25 percent after 12 months.

  3. Confirm policy follows form on the purchase agreement, not the other way around.

  4. Carve out tax indemnities and known liabilities, priced separately if needed.

  5. In veterinary services, layer in state-by-state CPM analysis filed pre-LOI as part of the Representation & Warranty Insurance workstream.

The common mistake

Treating R&W as a commodity. Carrier appetite varies sharply by industry and deal size.

Jason's take
"R&W is no longer optional on most independent sponsor deals over $20M. Price it into the LOI."
Jason Powell · Representation & Warranty Insurance
Capital after close

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

Refinancing, recaps, growth rounds, and the right strategic conversation eighteen months early are all downstream of relationships that take years to build and minutes to use.

MONTH 18
Senior refi
MONTH 24
Dividend recap
MONTH 36
Growth equity
YEAR 4–5
Strategic exit
ENGAGE THE PRACTICE

Representation & Warranty Insurance for Veterinary Services, on independent sponsor terms.

Independent sponsor counsel that already speaks fluent deal-by-deal economics, structures clean LPAs, and travels with capital markets relationships for what comes after close.