By Rod Johnston, CMA, MBA, OMNI Practice Group
As dentists start going back to work and opening their offices, they have a lot of questions on their minds. The questions range from Human Resources related questions to questions on selling their dental practice. While I am not an HR expert, I can answer the questions on practice values and sales. Or, at least, I can give my thoughts and opinions like everyone else. Below are some questions that I have received with the answers I provided. Disclaimer – the answers I provided are my own only and are based on my opinion, the opinions of other “experts” and past history.
Question #1 – How are COVID and the mandatory shutdown going to affect the value of my practice?
Answer #1 – Good practices in good locations are going to sell for a good value in the short and long term. Practices that are in a good area with good cash flow and profitability, good patient base with great staff will sell for a price similar to that of prices pre-COVID shutdown. Buyers reps and consultants will argue that there should be a “COVID Discount” because we don’t know if patients and numbers are going to come back. I call cow-pucky on their argument. For these good practices, there is a reason they are good practices. The goodwill – location, staff, reputation, even the selling doctor is still there. Patients will need work done and the numbers will follow. I’ve spoken with several doctors in the past two days who have nice practices and they reported that their schedule is filling up into the end of June already. There is pent-up demand.
Now, for those practices performing below average of under $450,000 per year with not great margins, older equipment, and transient patient base, they may need to take a discount to sell. They probably would pre-COVID as well, but its even more firm now. The discount can be 10% to 20% depending on the practice.
Question #2 – Are Buyers still Buying Practices?
Answer #2 – In short, yes. We have been marketing our practice listings continuously throughout the shutdown. We have received a number of calls and e-mails with interest in practices. The high demand metropolitan areas are getting the most interest, but we are still getting interest in other areas as well.
Question #3 – Can Buyers get Bank Financing?
Answer #3 – As President of the National Association of Practice Brokers, I have been in contact with many banks across the country. There are some banks that provide practice financing that have completely stopped lending on practices at the moment. They reported that they will start lending again when everyone is back up and running. There are others who have been continuing to lend. Practice sales have occurred even during the shutdown.
Question #4 – Are Banks changing the way they are approving and structuring the transaction?
Answer #4 – Most of the banks have told us that they want to see 60 to 90 days of productivity after the practice has opened. They would like the production to be a minimum of 75% to 85% of pre-COVID production before they’ll approve the loan. For example, a practice producing $100,000 per month pre-COVID will be expected to produce a minimum of $75,000 per month for the two or three months after re-opening. This depends on the bank and there may be exceptions to the rule.
On deal structures, some banks are saying they are lowering their loan amounts to 75% of the production and some will remain at the pre-COVID number of 85%. If the price of the practice is above 75%, the seller will be asked to “carry-back” a portion of the loan. For example, a seller with a practice valued at 85% of collections that is being purchased by a buyer who is using Bank X which has a loan to gross collections of 75% will be asked to carry a note for the last 10% of the value of the practice over a period of time. The term or length of time of the carryback can be negotiated to some degree.
Question #5 – What are the most important things to do if I’m thinking about selling my practice in the near term?
Answer #5 – As “they” say, Cash Flow is King. You need to get your collection numbers back to near where they were pre-Covid as quickly as reasonably possible. You should also evaluate the profitability of your practice and see where you stand compared to where you should be. Ratio analysis will tell you if your payroll, supply, lab expense, etc., is too high, or where it should be. If you need help with the analysis, give Omni a call.
If you have any other questions related to selling your practice either now, or in the future, please feel free to call us anytime. We are always here to give you any guidance and advice that we can. Stay safe and be healthy.Read More
What a crazy time we are in. At least to me, this is a sober reminder that major disrupters are almost impossible to predict. I am reassured that our nation seems to be taking the situation seriously and I do firmly believe we can weather this storm. Most of you reading this have had your professional world rocked. You’ve probably had your hours cut, maybe by 100%. Unemployment is likely a new reality. Fortunately, there is a strong support system in this industry ready to help. Don’t hesitate to reach out. I think you will find all of us willing to go the extra mile right now to help you keep your ship afloat.
Most of you have thought about buying a practice at some point, some of you have been seriously pursuing ownership. There is going to be a lot of advice out there right now saying that it is far too risky to buy a practice and it is better to get/keep a nice safe, secure job. I am going to give you four reasons why you should do exactly the opposite.
One, financing. Interest rates are at an all-time low. Most banks are willing to defer principal payments or even the entire payment for months. Some have even said a year. I’m not going out on much of a limb to say these are the best lending conditions you will see in your career. Historically, there have been periods of higher interest rates. When I was a kid in the early eighties, they were fourteen percent. There have been many times when banks weren’t as generous on the amounts they would lend. One hundred percent financing is not a given.
Two, taxes. The government is going to spend a fortune to deal with this crisis, we have an aging population, new social safety nets will probably be put in place, etc… It is hard to imagine a scenario where taxes don’t go up, maybe way up. Nobody gets hit in a tax hike as hard as a non-business owning high wage earner who makes between $150,000 and $300,000 per year. That $200,000 salary doesn’t look as good when half of it is taken out for taxes.
Three, working for a corporation in a down economy. Corporations aren’t inherently bad entities. Many are fabulous. That said, unless they are a non-profit, they aren’t set up to be a charity. The shareholders and private equity backers are going to demand performance once this crisis is over. If patients hold off on elective treatment, keeping revenue up will require a high volume, much like a Medicaid clinic. You could be expected to see many more patients, in less time, than you currently do. It happened to physicians, it happened to pharmacists, it could happen to you.
Four, time. Odds are you have more free time than normal. No one, especially the bank, is going to expect you to complete a practice purchase before this crisis is over. That said, doing the work now could put you in a position to complete the purchase when the restrictions are lifted and capitalize on the built-up demand, which inevitably will occur.
In the words of Rahm Emanuel, “Never let a serious crisis go to waste. And what I mean by that it’s an opportunity to do things you think you could not do before.”Read More
What a crazy time we are in. At least to me, this is a sober reminder that major disrupters are almost impossible to predict. I am reassured that our nation seems to be taking the situation seriously and I do firmly believe we can weather this storm. Most of you reading this are making difficult decisions about staffing, how to deal with emergencies, and how you are going to pay the rent for the next few months. I don’t envy any of you right now. There is a strong support system in this industry ready to help. Don’t hesitate to reach out. I think you will find all of us willing to go the extra mile right now to help you keep the ship afloat.
Many of you reading this are very close to transitioning your practice, some of you being on the fence. It is human nature to want to put off transitioning until after this crisis is over. You may even be getting that advice from your CPA or financial advisor. I am going to give you four reasons why you should do exactly the opposite.
One, value. We have been in a booming economy. Many of your numbers have been at all-time highs over the last couple of years. Now COVID-19 hits. How long will we be shut down? How will the economy look on the other side? Will patients pull way back on elective treatments for a couple of years like they have done in other recessions? In the present, buyers and bankers will mostly be willing to look past these next couple of months as an anomaly. Practice values will hold. For a while. That said, as someone who does Valuations and sells practices, I can assure you that in two years no one will care what your 2018 and 2019 numbers look like. In two years, what happens in 2020 and 2021 will be the new reality.
Two, market. There is a backlog of practices that are nearing the market. The people who work in the transition market have been wondering when that bubble will burst for a few years now. I for one believe this crisis will do the job. That said, many dentists pathologically suffer from procrastination by analysis. Most are going to ignore me and wait for two, three, even five years, watch the market flood, the economy falls off its current pace, and wonder why their practices are down in value and are hard to sell. The early bird gets the worm.
Three, more rules and regulations. Once this crisis is over, they are coming. They won’t be cheap, fun, or easy. You know it and I know it.
Four, time. Many of your potential buyers had their hours cut, some by 100%. They have unprecedented time right now to look at practices. Odds are you also have more free time than normal. Realistically, practice sales won’t close until this crisis is over. That said, there are months of work between deciding to put a practice on the market and a practice changing hands. When life gives you lemons…Read More
by Steve Kikikis, OMNI Practice Group
In Washington State, Governor Jay Inslee has halted all non-emergency services and elective procedures for the next 8 weeks. This applies to all hospitals, surgery centers, and dental offices… forcing most medical offices to close during this time.
Rent is still due!
The obligation to make a rent payment is not automatically stopped because your business has been forced to close! Here are some ideas of what you can try:
Talk to your Landlord.
Engage with your landlord right away. It may be news to them that your office has been forced to close, leaving you with little to no ability to produce revenue. They might in a situation to help, though this is a negotiation not a guarantee. Ask your landlord if they would be willing to waive or reduce your rent, a 90 day deferral of rent could be an option, or just pay the CAM/NNN – anything can help. Offer to make it up over time once the doors are back open and you’re treating patients. Remember the landlord may be having their own financial hardships, but they do have an interest in you being able to pay the rent for years to come.
Check-in with your insurance agent.
Some insurance policies have coverage for unique circumstances in the case that you are not able to run your business. This may help with covering rents and loss of wages.
I am not an attorney, nor is this an attempt to provide legal advice. So, check-in and consult with your attorney, and make sure they specialize in Commercial Real Estate Law with a focus on Medical leases and contracts. On rare occasions, your lease may include Force Majeure, which could offer relief in unforeseeable circumstances that prevent someone from fulfilling a contract, but this is unlikely. After a quick review of a traditional WA State Commercial Brokers Association Lease, there was no Force Majeure clause within the document.
Ask your attorney about Common Law which is prevalent in many states. This may address the impossibility to perform and make an income. It doesn’t automatically relieve you from your rent obligation, but the fact that you are forced to perform only emergency procedures in WA State may allow for an avenue for relief.
Banks across the nation are offering short term Small Business Loans at low rates as a method for giving small businesses financial aid. First, check-in with specific banks that focus on loans for Medical providers. Small Business Loans are available now. Some larger national banks may offer other loan programs or allow for deferred payments for the time being. Now may also be a good time to refinance your practice loan into a lower rate loan and saving you money.
If you need help getting in touch with a qualified attorney, banker, want to talk about your specific circumstances and ideas, or just want to tell me I am wrong, please contact me at Steve@omni-pg.com.
Find me on LinkedIn: https://www.linkedin.com/in/steve-kikikis-378b8697Read More