Close · Veterinary Services

Seller Financing for Veterinary Services Independent Sponsors

Structuring Seller Financing on veterinary services deals, with the structure protection and capital connectivity an independent sponsor actually needs.

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

Every veterinary services acquisition has its own gravity. Seller Financing is the workstream where independent sponsor counsel earns the seat.

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 Seller Financing actually gets structured.

  1. Anchor seller notes at 5 to 15 percent of EV, with a 4 to 6 year term.

  2. Subordinate explicitly to senior and mezzanine debt with a clear standstill on default.

  3. Price interest at 6 to 8 percent, with cash pay or PIK depending on the senior package.

  4. Build prepayment optionality so refinancing flexibility is preserved.

  5. In veterinary services, layer in state-by-state CPM analysis filed pre-LOI as part of the Seller Financing workstream.

The common mistake

Treating the seller note as a hand-shake. Sellers sue on notes more often than on equity disputes.

Jason's take
"A seller note is debt. Document it like debt. Service it like debt."
Jason Powell · Seller Financing
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
ENGAGE THE PRACTICE

Seller Financing 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.