Buying a dental practice is one of the most significant financial decisions you will make as a clinician — and one of the most complex. Between financial due diligence, practice valuation, SBA financing, and transition planning, there are dozens of details that can accelerate or derail a deal.
This checklist was built by Duckett Ladd’s dental acquisition advisors to walk buyers through every stage of the process. Use it as your reference from first evaluation through closing day.
The Buying a Dental Practice Checklist
Pre-Purchase Planning
- Define your acquisition criteria: location, practice size, specialty, and target patient base
- Establish your budget and financing capacity before approaching sellers
- Assemble your advisory team: dental CPA, dental attorney, and practice broker
- Research the market: competition density, demographics, and growth trends in your target area
- Determine your timeline and confirm any licensing requirements in your target state
Identifying and Evaluating Practices
- Request an introduction through your broker or professional network
- Review the practice’s general profile: location, facility condition, patient volume, and specialty mix
- Confirm the reason for sale and the seller’s planned involvement after closing
- Assess the payer mix: PPO, HMO, fee-for-service, and Medicaid percentages
- Evaluate active patient count (defined as patients seen within the last 12 to 18 months)
- Review staff tenure, compensation structure, and retention risk
Financial Due Diligence
- Request three to five years of tax returns, profit and loss statements, and production and collection reports
- Verify gross collections and confirm collection rate against industry benchmarks
- Review overhead percentage and identify any above-market expenses
- Identify all outstanding debts, equipment leases, and deferred liabilities
- Confirm accounts receivable aging and collectability
- Review any existing associate agreements, non-competes, or employment contracts
- Assess equipment age and estimate capital expenditure needs within the first three to five years
- Review the facility lease: term, renewal options, rent escalation clauses, and landlord consent requirements
Practice Valuation
- Commission a formal dental practice valuation from a qualified advisor
- Understand the valuation methodology: collections-based, EBITDA, or goodwill-weighted
- Compare the valuation to the seller’s asking price and document any material gaps
- Use the valuation to anchor your initial offer and negotiation position
Financing
- Confirm your eligibility for an SBA 7(a) loan (the most common dental acquisition vehicle in 2026, with limits up to $5 million)
- Identify lenders with specific experience in dental practice financing
- Prepare your personal financial statements, tax returns, and business plan for lender review
- Evaluate seller financing as a supplement to bank financing if applicable
- Model post-acquisition cash flow: confirm the practice generates enough collections to cover debt service, your compensation, overhead, and operating reserve
Purchase Agreement and Deal Structure
- Engage your dental attorney to draft or review the asset purchase agreement
- Confirm what is included in the sale: equipment, patient records, goodwill, phone numbers, and domain
- Review purchase price allocation and understand the tax implications for both buyer and seller
- Negotiate non-compete terms with the seller
- Confirm representations and warranties and any post-close indemnification provisions
- Review any third-party consents required: landlord, lender, insurance credentialing
Transition Planning
- Develop a staff communication plan and confirm which team members are staying
- Confirm the seller’s post-close availability for patient introductions and transition support
- Plan patient notification: timing, messaging, and communication channels
- Audit practice management software and plan for any system changes or licensing transfers
- Set up new vendor accounts, banking relationships, and payroll before closing day
- Confirm insurance credentialing timelines — delays can affect revenue from day one
Post-Acquisition Setup
- Establish your chart of accounts and accounting system with your dental CPA
- Set up payroll, benefits, and HR documentation for all staff
- Confirm malpractice and business insurance coverage is in place at closing
- Begin tracking KPIs: production, collections, new patients, and overhead percentage
- Schedule a 30-, 60-, and 90-day financial review with your advisor
- Begin post-acquisition tax planning for your first year of ownership
Steps to Buying a Dental Practice
Understanding the full acquisition sequence helps you move efficiently and avoid the mistakes that slow most buyers down. Here is the process from start to finish.
- Define Your Acquisition Criteria Before you evaluate a single practice, get clear on what you are looking for. Establish your target geography, preferred patient volume, specialty mix, and growth potential. Having defined criteria up front prevents you from wasting time on practices that are not the right fit and positions you to move quickly when the right opportunity surfaces.
- Assemble Your Advisory Team A dental-specific CPA, dental attorney, and practice broker are not optional — they are essential. Advisors who work exclusively in dentistry understand how dental practices are valued, how deals are structured, and where buyers most commonly get hurt. Assemble your team before you approach a single seller.
- Identify and Evaluate Target Practices Work with your broker and professional network to surface practices that match your criteria. Initial evaluation should cover the practice’s production history, location demographics, facility condition, and competitive landscape before you invest significant time in any one opportunity.
- Request and Review Financial Disclosures Once you identify a serious candidate, request three to five years of tax returns, profit and loss statements, and production and collection reports. Review these documents with your dental CPA to assess the practice’s true financial health and identify any red flags before moving to a formal offer.
- Commission a Formal Practice Valuation A professional [dental practice valuation] gives you an independent, defensible number to anchor your offer. Valuations account for collections, overhead, patient retention, equipment age, and goodwill. Do not rely on the seller’s asking price as a proxy for fair market value.
- Conduct Financial Due Diligence This is where the checklist above becomes your primary tool. Verify every figure in the disclosure package, confirm all equipment and lease obligations, and identify any deferred liabilities or undisclosed risks. Skipping or rushing due diligence is the most common and most expensive mistake dental buyers make.
- Secure Financing Most dental practice acquisitions are financed through SBA 7(a) loans, conventional dental-specific lenders, or a combination of bank and seller financing. In 2026, SBA 7(a) loans remain the most common vehicle, with loan limits up to $5 million. Work with a lender experienced in dental transactions — underwriting criteria differ significantly from general business lending.
- Negotiate the Purchase Agreement and Deal Structure Your attorney will draft and negotiate the asset purchase agreement, which governs what you are buying, how the purchase price is allocated, non-compete terms, and representations and warranties. Deal structure has direct implications for your tax position and post-acquisition cash flow — do not finalize this without CPA review.
- Plan the Transition Transition planning should begin well before closing. Develop a communication plan for staff and patients, confirm which team members are staying, and align on the seller’s post-close involvement. A poorly managed transition can erode goodwill and production faster than almost any other risk factor in an acquisition. If you are also thinking about your own future exit, it is worth starting [dental practice succession planning] conversations early — even at the point of acquisition.
- Complete the Closing and Set Up Post-Acquisition Accounting At closing, you will execute final documents, fund the transaction, and take ownership. Immediately after, set up your chart of accounts, establish payroll, and begin tracking KPIs against the benchmarks in your pre-acquisition model. Your first 90 days of financial data will tell you a great deal about how the practice is actually performing under your ownership.
Questions to Ask Before Buying a Dental Practice
Getting the right answers before you make an offer separates informed buyers from ones who inherit problems. These are the questions your team should be asking at every stage of evaluation.
Financial Questions
- What are the last three years of production and collection reports, and what explains any significant year-over-year changes?
- What is the practice’s overhead percentage, and how does it compare to dental industry benchmarks?
- Are there any outstanding debts, equipment leases, or deferred maintenance liabilities that would transfer with the sale?
Operational Questions
- What is the active patient count, and how is it defined — patients seen within the last 12 or 18 months?
- What is the current payer mix across PPO, HMO, fee-for-service, and Medicaid patients?
- What practice management software is in place, and what are the transition or licensing costs for the buyer?
Staff Questions
- Which staff members have confirmed they will stay, and under what compensation terms?
- Are there any non-compete agreements with existing associates that could limit patient retention or referral volume?
Transition Questions
- What is the seller’s planned involvement after closing — full transition support, limited availability, or a clean departure?
- How and when will patients be notified of the ownership change, and who controls that communication?
Things to Consider When Buying a Dental Practice
Beyond the numbers, several strategic factors can make or break a dental acquisition. These are the considerations buyers most commonly underweight.
- Market and location demographics. Is the surrounding population growing, stable, or declining? Evaluate competition density, household income trends, and new development in the area. A practice with solid production in a shrinking market carries more risk than the financials alone suggest.
- Practice culture and staff retention risk. Staff who leave after a transition take institutional knowledge and patient relationships with them. Assess team tenure, compensation benchmarks, and how staff have responded to previous ownership changes.
- Equipment age and upcoming capital needs. Older equipment is not always a dealbreaker, but it must be priced into your offer. Identify any imaging systems, chairs, HVAC, or sterilization equipment that will need replacement within the first three to five years of ownership.
- Lease terms on the physical space. A short remaining lease or unfavorable renewal terms can create significant leverage problems after closing. Confirm the lease length, renewal options, rent escalation clauses, and landlord consent requirements before finalizing the deal.
- Your financing capacity and debt service coverage. Model your post-acquisition cash flow conservatively. The practice needs to generate enough collections to cover debt service, your compensation, overhead, and a reserve for unexpected costs.
- Post-acquisition integration timeline and costs. Rebranding, systems changes, staff onboarding, and patient communication all require time and money. Build a realistic 90-day integration budget into your acquisition planning before you close.
Ready to Buy a Dental Practice? Let Duckett Ladd Guide the Process.
Buying a dental practice is not just a financial transaction — it is the foundation of your career and your future. The difference between a deal that accelerates your growth and one that strains it often comes down to who is advising you and how thoroughly the numbers have been reviewed.
Duckett Ladd works exclusively with dental professionals. Our team has guided dentists through every stage of the acquisition process, from initial evaluation through closing and beyond. Our Dental Accounting Services keep your financials organized, tax-efficient, and benchmarked against industry standards from day one of ownership. We know what healthy practice financials look like, where sellers commonly obscure risk, and how to structure a deal that works for your long-term goals — not just the closing date.
If you are actively searching for a practice or evaluating a specific opportunity, the next step is a conversation with our team.


