North Texas Dentistry Convention Issue 2014 | Page 35
ments of practice value, but these are only useful in gross
approximation. They help us set parameters of what should be
considered a bargain, and what should be considered a rip-off
(both exist), but they cannot tell us exactly what a practice is
worth. That makes everything in between fair game.
Within this spectrum of reasonable prices sits at one end the
seller, who understands the community, the competition, the
trends, the value of the equipment upgrades, the potential, and
all the blood, sweat, and tears expended on keeping the practice
alive. At the other end of the spectrum sits the buyer, who sees
numbers: active patients, new patients, gross revenue, rent,
staff wages, patient demographics, etc. It’s a cold calculation,
but the only one available to the buyer.
Inevitably, one of the first questions nearly all new clients pose
to me is “Do you think this is a good price?” My initial response
is to make sure they understand that practice valuation is outside my domain of expertise. That being said, I can tell when
someone is being hoodwinked, and when someone is walking
into a steal, but the numbers are better churned by the experts.
Instead I focus on helping clients understand the fundamental
nature of a practice acquisition, and how to protect the goodwill.
In mid-December 2012, Google shares were trading at $696. At
the time, many scoffed at such a high valuation and insisted it
was wildly overpriced. Today, Google is trading at $1,088.
While Google may have, in fact, been overvalued, it’s unlikely
that a buyer is complaining about the nearly $400 extra in his
pocket.
While not a perfect comparison, the point is that a dental practice is an ongoing business concern. Buyers are not merely purchasing dental chairs and an electric sign on the storefront.
Goodwill is what drives the economic engine of the practice.
Whatever the exact dollar amount may be reflected on the price
tag, a buyer is purchasing the opportunity to continue riding
that practice’s momentum. That is what makes it possible to
“overpay” on a practice that turns out to be a wild success for
the buyer, and why a buyer can low-ball a seller in what will
soon be a practice spiraling downward.
Ultimately, the key to a successful practice transition is to
understand that a seller will overvalue his practice. As the
Kansas study confirms, that just happens. It does not make the
seller greedy, it makes him human. Buyers will do the same
once they become sellers years later. So long as the price is
within the spectrum of reasonability, it’s important to bear in
mind that the true “value” of the practice is by its nature very
subjective. At the same time, sellers should not be offended
when a buyer acknowledges that the price may not be right. It’s
not personal . . . for the buyer. It’s simply a desire on the buyer’s
part to move the price towards a more middle ground within
the spectrum of reasonability.
emotional investment in the practice, and the buyer becoming
bogged down on the objective dollars and cents. An inability to
appreciate the subjective nature of the sales price with a lack of
appreciation for protecting the most critical asset — the goodwill
— is, ironically, a recipe for leaving money on the table. But
when two parties work together in good faith over a reasonable
price, both the seller and the buyer win.
Joseph L. McGregor represents dentists in their
business matters, most often in the context of
starting a new practice, purchasing an existing
practice, facilitating a long-term buy-in or partnership, or employing associate dentists.
I.T.
McGregor & Oblad, PLLC is located at 2964 LBJ Freeway, Suite 414
Dallas, TX 75234. For more information, visit www.mcgregorfirm.com.
To schedule a consultation, call (214) 720-9555 or send an email to
Joseph McGregor at [email protected].
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