Steps to Purchasing a Practice
By Most veterinarians dream of eventually owning their own veterinary practice. But veterinarians tend to put off ownership for a variety of reasons. A couple of big reasons are that you have never done it before, you are not familiar with the process, or you’re just completely afraid of the unknown.
A great philosopher once said, “If you can dodge a wrench, you can dodge a ball”. What does that have to do with buying a practice? A lot, actually. What the philosopher is referring to is that if you can dodge an object, a wrench, for example, you can dodge another object, such as a ball. Applying this theorem to the practice buying world, if you have ever completed a major purchase, or made a major decision, the process and steps are the same.
We know you have made major decisions in your life, otherwise, you wouldn’t have a DVM behind your name. You decided which veterinary school to go to. In doing so, you did research. You looked at the pros and cons of each veterinary school and weighed them. You may have talked with some friends or mentors who went to those schools. You analyzed other factors like the location, cost, and how good of veterinarians the schools have turned out. You also may look at socio-economic considerations. Then, you made the decision and lived with it. And here you are facing another major decision in your life. Purchasing a veterinary practice.
Buying a veterinary practice is similar. The first step is figuring out the variables of what type of practice you want. Where do you want to practice? How many rooms do you want to have? Do you want to own the real estate? Do you want a practice with high production or one that you can build? Once you’ve come up with your criteria, the next step is to locate potential practices that may be on the market. You may also consider doing a startup. You analyze the practices that are on the market. You may see one or two you like. You contact the broker to get information on the practice. This is typically called a practice prospectus or practice offering memorandum. Some brokers will send tax returns, profit, and loss statements, and practice management reports up-front. You get all this information, and it looks like it is written in Latin. You may not have any clue how to read the reports. The broker can go over the numbers with you, or you can also hire an independent broker, phone a friend who understands business, or possibly a CPA. After you have looked at the numbers and that passes your and your advisor’s scrutiny, the next step is to go see the practice.
You contact the broker and set up a showing of a couple of practices. Looking at a practice is like looking at a house for sale. You may see things you like and things you do not like. But know that things can be changed. We have had doctors decide they don’t want a practice because the carpet is outdated, or the paint is ugly. There are people who can paint and change out the carpet. They do it for a living. They’re called painters and carpet layers. So, don’t exclude a practice because it is ugly. Have a little vision and think about how you may make it your own style.
Another one that throws potential buyers off is equipment. The exam tables may be dated and worn, the x-ray machine may be old, etc. Prices of equipment have come down. Remember, you may be in this practice for 20+ years. Spreading out the cost of new equipment, even if it’s $50,000 or $100,000, can be as little as $2,000 per year.
After you have looked at the practice, you like the location, but there may be one or two things that do not fit your criteria. Remember that the cash flow of the practice is always the number one consideration. I have been selling practices for 15 years and I have seen some ugly, small, outdated practices collecting $1,000,000 and taking home $500,000. I have seen ugly practices collecting $400,000 and taking home $250,000 on 3 days of work per week. Don’t judge the book by its cover. It is what’s inside, or the cash flow inside that really counts.
After you have decided that this is a good practice and you would like to purchase the practice, you make an offer through a letter of intent. It is a non-binding agreement where the broker typically provides a template. You can either come up with your own offer or work with your advisor to come up with the offer. If it’s a good practice and the broker has reasonably priced the practice, make a good offer close to or at the asking price. DO NOT LOW BALL THE PURCHASE PRICE IF YOU ARE SERIOUS ABOUT PURCHASING THE PRACTICE! You will just upset the seller and they won’t even want to work with you after receiving a low-ball offer.
You will want to begin contacting bankers who specialize in veterinary practice financing. Brokers know almost all of them and which ones are lending at the moment. Ask the broker for a name or two. The banker will ask for your personal financials. They love to see you have some cash in the bank and not much credit card debt. Bankers will be more interested in how the practice is doing. They love to see a practice with great cash flow.
You next jump into due diligence on the practice after the offer has been accepted. You go into the practice on the weekend and go through the charts, x-rays, equipment, etc. There are checklists you can use to do the due diligence or bring along an advisor. However, be careful with advisors as some will just want to look for the bad things in the practice. Don’t throw out the baby with the bathwater if they point out vaccine appointments are not what they should be. Remember, almost everything can be fixed. Just note it and continue on.
If everything goes well on the due diligence, you let the broker know you are moving forward. The seller’s attorney will draft up agreements. You will then hire your own attorney. Ask your advisor or broker for a veterinary-specific attorney. Using a non-veterinary attorney will cost you additional money. We have seen non-veterinary attorneys charge double, triple, and more to put agreements together. After the agreements have been “agreed” upon, the next and final step is closing. At closing, you sign the agreements and take over the practice.
There are some additional steps in the process that your broker can help you with, but these are the basic steps in purchasing a practice. So, just like purchasing anything else or making any major decisions, you just need to go through the steps, rely on your advisors, and dodge those wrenches! As always, we are here for you for a free consultation, just give one of our experienced brokers a call.
Read MoreDental Practice Buyer FAQ
by Megan Urban, Practice Transition Specialist
Where / How do I start?
Where do you want to live? Not that you can’t change your mind and sell, move, or buy again. But it’s typically best to determine where you want to live, such as in close proximity to family members, or near an airport, or close to beaches and surfing, or near ski resorts. Are you a city dweller? Are you a nature enthusiast?
Next, contact a reputable transition consultant/broker to discuss the general process and to get answers to your questions. This broker will also recommend dental lenders, dental CPAs, and dental attorneys.
What is your confidence level with all procedures? For example, if you do not yet place surgical implants, you will want a practice that doesn’t place implants. However, if placing implants in a particular practice keeps their production numbers high, it might make sense to consider the practice and keep the seller on for these procedures until you can take them on.
If you are currently working, be sure to print out a production by procedure report so your advisors can see what experience you have.
Can I afford a practice?
We can recommend several dental specific lenders to assist you and they expect you to have student debt. They will ask you for your tax returns and debt details such as student loans, cars loans, home mortgage, etc. Then once you find a practice that you like, the bank will analyze the cashflow of the practice and work with you to determine if or how much they can lend on that specific opportunity.
Do I need to utilize a dental-specific lender, attorney, and CPA?
Sometimes dental buyers have a relative that is an attorney or another advisor, but when both the buyer and seller utilize dental specific folks, the job gets done correctly and in a timely manner. You are a dentist but may not feel confident with complete boney third molar extractions. It’s the same thing. Using the right people will give you the best experience and result.
What do I need to know about a practice?
The listing transition consultant will provide a Prospectus reflecting all the important aspects of the practice and can walk you through the details. No practice is perfect, and you will want to go in knowing what is happening now and areas of future opportunity. Below are just a few of the items that may be in the Prospectus and if it’s the practice you want, you will have due diligence time later and we can provide an example of how the process typically works.
- Cash flow
- Procedure frequency
- Active patient count
- Accounts receivable and credit balances
- Hygiene stats
- Insurance participation
- Team information
What else should I know or think about?
The listing transition consultant will provide you with a Closing Checklist of what needs to be addressed. Your consultant/broker will work closely with your other advisors to complete a Letter of Intent and conduct due diligence. Your attorney will complete all purchase and sale documents, non-compete agreements, redo treatment provisions, etc. Your CPA will help with taxes relating to the purchase, and set up payroll and accounting, etc.
Should / Can I purchase the real estate?
Many young dentists assume they can’t afford the real estate piece or that the seller wants to wait to sell in the next year or so. We strongly believe the best person to own the dental real estate is the dentist practicing there. Depending on the cash flow of the practice, you may not need any money down and if you do, the seller will often carry the loan on the down payment and the bank will carry the remainder.
Do I have to keep all or most of the existing staff?
It is recommended that you do keep the existing staff. If they are good at their jobs and have well-established relationships with the patients, their presence most definitely contributes to a smooth practice transition.
However, there are always exceptions. If the practice overhead is very high due in part to high salaries of some staff members, then it may be recommended that staff be cut back. Or there may be instances where a seller has kept an underperforming employee on board and letting that person go may be a healthy decision for the overall morale of the other employees.
In Summary
The sooner you purchase a practice, typically the more money you make over the life of your career. The more you make, the more your CPA gets involved to assist you to keep more of what you make by implementing tax and retirement planning. So, start today by talking with your practice transition specialist/broker.
Read MoreMerging an Existing Veterinary Practice
If you already own a veterinary practice, have you ever considered buying an existing veterinary practice located close to your first practice and merging the two together? If you ask most doctors, they will say the best way to build a practice is through taking care of your patients and bringing in new patients via word of mouth and marketing. And, they would be correct. However, acquiring a second practice and merging the two together makes sense in many ways.
First off, have you ever calculated the cost of acquiring a patient via old-fashioned word of mouth? It requires a lot of work if you include everything from building your brand, training your staff, maintaining a spotless, high-tech practice, etc., the cost could easily be hundreds of dollars or more per patient. The cost of acquiring a patient via marketing is even more. Acquiring a veterinary practice with existing patients can typically run from several hundred dollars per active patient to $1,000 per active patient. Slightly less to maybe equal to acquiring a patient through a normal channel. However, you get a high volume of patients very quickly in addition to adding income to your pocket.
Secondly, you acquire a stream of revenue at a near dollar-to-dollar relationship. If the selling practice is producing $500,000 per year, you should be able to repeat the $500,000 in revenue by merging the practices together, or worst case, slightly below the $500,000. The good news is you don’t bring over all of the expenses of the selling practice. You typically can save in a number of ways including reducing the staff of the selling practice, utilities are not double as the practices merge to one location, there is only one rent payment (more on that in a minute), only one set of books, so only one payroll service and one bookkeeper and accountant and several other services can be eliminated. So, while getting most of the revenue to increase your practice collections, you only get a portion of the expenses. This increases the income of the practice owner – you!
Thirdly, by acquiring another veterinarian’s office, you reduce the number of practices in your area by one. Less competition equals more new patients for you. You can hire the selling doctor as an employee to help with the veterinary transition as well as perform some other things that will help with patient retention.
Contact us today for a free consultation!
Buying Another Location
By Megan Urban, Omni Practice Group
It’s very exciting to think about adding a location! Here are some issues to think about before making this big decision.
Why? If it’s to increase collections, maybe you can simply add more days or extended hours at your current location. Verify what your current patient retention is to determine if you need to mine from existing patients. Is there any area nearby that is underserved?
Where? Check your current zip code demographics and determine where most of your patients come from and if it makes sense to market that specific area. Do your due diligence regarding the number of dentists in the areas around you to make a good decision on where you may be more successful.
Will you have current patients going to a new location? You don’t want to add a location only to find that a large number of patients switch to the new location. Some cannibalism is fine, but remember the point is to increase patients/collections, not move them from one location to another.
How will you handle patients going to both offices? Contact your dental software company and have them set up the same system in the new location and set up provider numbers for each location so everyone can see past and diagnosed treatment, as well as health history, AR, etc.
How will you know if both locations are profitable? Work with your CPA to have books that show you numbers for each location as well as together, so that means you will need to post collections, payroll, dental supplies, lab, utilities, etc. per location. Monitor provider production in each location. Are some dentists and hygienists more productive in one location, and if so, why?
Who will work it? If you have a team that wants more hours, that is ideal since they already know the systems and processes you have set up. Be sure to have team members clock in hours to each location as applicable.
Need another dentist? Interviewing is critical to find the right fit. If the associate will be working alone in one of the locations, you will want to do a lot of training, so they understand their role, responsibility with the team, and simply set your expectations, then continue to monitor. Work with your dental attorney to create a job description, employment agreement, compensation, non-compete, etc.
How do I manage multiple locations? Consider hiring a manager that can oversee training, team schedules, and general practice management.
Work with your transition consultant (broker) to assist you! Contact us today.
Read MoreNew Year’s Resolution for Associate Veterinarians in 2022
Happy New Year! We would like to wish you a new and improved year over 2020 and 2021. If you’re like most people, you have set some New Year’s resolutions. Perhaps one of them is going to the gym. Another may be eating healthier. A third popular one is spending more time with family and friends. Statistics show that on average, it takes 32 days before people give up on their resolutions. My thought is why wait? I’m having a hot fudge sundae for lunch and not going to the gym! But how about a resolution to further your career as a veterinarian?
One way to further your career may be getting out of your current dead-end associate job and finding a new one. As you know, there is a shortage of veterinarians who want to be associates. As such, corporates are offering bonuses to sign on with them. Some are quite generous. There may be some stipulations around how long you need to stay working with them, however. If you don’t want to work for a corporate-owned practice, there are a lot of individual practice owners looking for associates as well. You can check your state associate website for ads or give us a call and we may know of some openings.
Another idea might be expanding your role in your current associate position. Perhaps you want to do surgery or certain procedures that you like to do. You can start by talking with your practice owner and see what kind of opportunities he may be able to provide. You can also work part-time in another office which may be willing to give you the opportunity you’re looking for.
A third way of growing your career in 2022 is by purchasing a practice. Now, don’t stop reading yet. Practice owners make 15% to 20% more than associate veterinarians make. They also build equity in their practice typically paying off their entire loans in 10 years. If you purchased a $500,000 practice and simply sustain its production, you now have earned 15% to 20% more per year PLUS, you’ve earned $500,000 of equity in your practice. If you grew it 10% per year, you now have over $1 million in equity. I know many associate veterinarians are afraid of owning a practice. They think corporates are going to take over the world and corporates get better deals on supplies. First of all, corporates will not be taking over the world. There will always be room for individual practice owners. In fact, if I had a choice, I would take my dog to an individual owner before I would take it to a corporate owner. I think most pet owners would agree. Regarding better deals on supplies, I’ve had several supply reps tell me that they would give the same deal to an individual as they would to a corporate owner. Supplies as a percentage of gross revenues make up a small number. So, even if they did get better deals, it would not make that big of a difference. Don’t be afraid of owning a practice and competing against the corporate big guys. You can provide a much better and more personalized experience than they can.
These are just a few ideas for your New Year’s resolutions if you haven’t come up with your own. Now, go to the gym, grab a salad, and then, go improve your career!
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