The Role of a Dental Practice Broker

Planning to sell a dental practice? Don’t go at it alone

FACT: A dental practice is typically the doctor’s most valuable and prized possession.

FACT: A dentist will typically sell a dental practice only once during his or her professional career.

Considering these facts, many dentists will make a wise choice and entrust the responsibility of selling their practices to a professional who has the knowledge and experience to facilitate a successful transition … a dental practice broker. In my experience as a practice broker, these dentists typically receive a higher value for their practices, have a more amicable relationship with their buyers following the sale, and experience much less stress and anxiety during the closing process than their counterparts who try the “do it yourself” approach.

Selling a dental practice is not like selling a vehicle… it is a complicated process that extends far beyond simply finding a buyer and closing on the sale. While some practice owners may be able to identify a buyer who is interested in purchasing their practice with little difficulty, getting from that point to the closing table is the most challenging component of a practice sale. Determining the market value of the practice, finding the right buyer, negotiating the purchase price, drafting the asset purchase agreement, formulating the transition plan, negotiating the lease assignment, and obtaining practice financing are just a few of the key areas where a potential practice sale can be derailed and the experience, expertise, and guidance of a practice broker can prove to be invaluable.

Doctors who are preparing to sell a dental practice often ask us what our role in the process will entail. Here are the primary responsibilities of a practice broker:

• Identify and accomplish the seller’s goals for the transition. Every doctor and practice is unique so it is imperative for the practice broker to spend the time to understand the seller’s individual situation and goals and formulate a transition strategy to meet their needs.

• Solely represent the seller’s interest throughout the process. While the practice broker should be focused on putting together a win-win transaction for all parties involved, their responsibility is to solely represent the seller’s best interest during the transition process. Beware of practice brokers who offer “dual representation”, as it is difficult to represent the best interests of both the buyer and seller simultaneously.

• Determine a fair market value for the practice, maximize the value the seller receives at closing, and be able to support and articulate the value to interested buyers and their advisors.

• Construct a detailed marketing profile and cash flow analysis for the seller’s practice. The marketing profile should be organized and include all pertinent information that potential buyers and their advisors will need to evaluate the office.

• Confidentially market the practice to qualified buyers and advertise the practice on a local, state, and national level via the web, print ads, seminars, trade shows, etc. All potential buyers must be required to sign a Confidentiality Agreement before receiving any information on the seller’s practice.

• Handle all inquiries from potential buyers and their advisors regarding the practice, including conversations, email correspondence, and showing the office after business hours.

• Work with the seller to identify the right buyer for the practice so that the staff and patients will be in good hands following the transition.

• Serve as a buffer between the buyer and seller throughout the process (particularly during price and contract negotiations) to preserve the goodwill of the practice and relationship between the parties.

• Provide an organized process so the practice sale and transition go smoothly, including managing all correspondence between both parties and all of their advisors (attorneys, accountants, consultants, lenders, etc.)

• Refer the seller to an experienced dental attorney and accountant to assist with drafting/reviewing the Letter of Intent, Asset Purchase Agreement, Office Lease, and any other necessary documents.

• Assist the buyer with building an experienced team of dental advisors so that he/she is positioned for long-term success following the transition.

• Assist the buyer with securing practice financing.

As you can see, a practice broker plays a vital role in the transition process. When you consider all of the responsibilities associated with owning/operating a dental practice along with the expertise and time necessary to fulfill the practice broker’s responsibilities, it is easy to understand why doctors who attempt to sell a dental practice on their own are often overwhelmed by stress and anxiety. Therefore, I encourage you to contact a local, reputable practice broker when it is time to start planning the sale of your practice.