Selling a veterinary practice is more than a business transaction—it’s the culmination of years of work, relationships, and investment. Whether you’re retiring, relocating, or transitioning to a different role, it’s critical to ensure that your sale is legally sound and financially secure.
At Mahan Law, we help veterinarians nationwide protect their interests throughout the sale process. From reviewing letters of intent to negotiating contract terms and managing post-sale obligations, we provide the legal oversight you need to close with confidence.
Why Legal Support Matters During a Practice Sale
Selling a veterinary clinic involves more than setting a price and signing paperwork. You’re transferring not only real estate and equipment, but also patient records, goodwill, business licenses, DEA registrations, and possibly your own continued employment.
Without legal guidance, you may:
- Agree to restrictive or unclear terms
- Overlook state or federal compliance issues
- Expose yourself to future liability
- Undervalue key practice assets
- Risk delays or failed closings
A veterinary attorney ensures that all of the moving parts, from contracts to compliance, are aligned to protect your interests, not just expedite the deal.
Legal Steps in the Veterinary Practice Sale Process
Letter of Intent (LOI) Review
The LOI is often the first written document in a sale. It outlines basic deal terms such as price, payment structure, deal timeline, and due diligence period.
We review the LOI to ensure:
- It’s non-binding or appropriately limited in scope
- Your intentions are accurately represented
- You’re not agreeing to unfavorable exclusivity or non-compete terms prematurely
This early step sets the tone for the rest of the transaction, so legal review is essential—even if it seems informal.
Entity and Asset Review
Before due diligence begins, we help sellers:
- Confirm the proper legal entity is selling the practice (e.g., LLC, S-Corp)
- Review any outstanding liens, debts, or licensing issues
- Determine which assets are being sold (e.g., equipment, leasehold interests, patient records, intellectual property)
We also flag issues that could complicate the transaction, such as incomplete corporate records or improperly titled assets.
Drafting and Negotiating the Purchase Agreement
The core document in any sale is the Asset Purchase Agreement (APA) or Stock Purchase Agreement (SPA). This contract governs:
- The final purchase price and payment terms
- Warranties and representations from the seller
- Indemnification and post-sale obligations
- Allocation of liabilities and tax responsibilities
At Mahan Law, we ensure that this contract is clear, complete, and fair. We tailor the agreement to your situation—whether you’re selling to an individual buyer or a corporate consolidator.
Addressing Employment and Transition Terms
In many cases, the selling veterinarian remains on staff during a transition period. If so, we help negotiate:
- Employment agreements or consulting contracts
- Compensation (salary or production-based)
- Duration and scope of post-sale involvement
- Termination provisions and severance
We also ensure any non-compete clauses or non-solicitation terms are reasonable and legally enforceable in your jurisdiction.
Regulatory and Licensing Compliance
A practice sale triggers a number of regulatory considerations. We assist with:
- DEA registration transfers or terminations
- State veterinary board notifications
- Business license or facility permit updates
- Real estate lease assignments or property sales
Failure to comply with these requirements can delay or derail the closing—and may lead to penalties for both buyer and seller.
Closing Oversight and Final Disclosures
As closing approaches, we coordinate with the buyer’s counsel, brokers, lenders, and accountants to:
- Finalize schedules of assets and liabilities
- Prepare final disclosures and seller certifications
- Ensure escrow or holdback funds are handled correctly
- Confirm all obligations have been met under the contract
We remain by your side until the deal closes and continue advising you post-closing as needed.
Frequently Asked Questions
Do I need a lawyer if I’m already working with a broker?
Yes. Brokers help market and facilitate deals, but only a lawyer can provide legal advice, draft and revise contracts, and protect you from future liability.
What does a veterinary attorney do differently from a general business attorney?
Veterinary attorneys understand the specific licensing, DEA, employment, and compliance issues that affect veterinary clinics. We tailor legal strategy to your practice’s structure and industry norms.
Can you represent me if I’m selling to a corporate consolidator?
Absolutely. We routinely represent clients selling to corporate groups and PE-backed consolidators. These deals are more complex and require strong legal oversight to avoid seller disadvantages.
Protect What You’ve Built and Sell With Confidence
Your veterinary practice is one of your most valuable assets. When it’s time to sell, you deserve a legal partner who understands both the business and the profession. At Mahan Law, we’ve helped hundreds of practice owners close successful sales, whether to individuals, partners, or corporate consolidators.
Let us help you protect your interests, streamline your sale, and plan your next chapter. Contact us today.