Mahan Law – Veterinary Law Firm offers legal advice and services to veterinary practices nationwide seeking to merge or acquire other practices or sell their practices to potential buyers. We represent parties on both sides of the transaction to help minimize risks and protect their best interests.
Contact our law office to schedule a free consultation with our mergers and acquisitions attorney and to learn more about how our legal team can help you achieve your goals.
Why Veterinary Practice Mergers and Acquisitions Are Unique
Since veterinary practices involve medical professionals and must adhere to strict regulations, mergers and acquisitions in this sector can be more complex than in others. When going through a merger or acquisition, it’s essential to consider how to maintain regulatory compliance, value goodwill, retain employees, and handle real estate transactions.
Maintaining Regulatory Compliance
Veterinary practices nationwide must comply with a wide range of state and federal regulations. Failing to maintain compliance during or after a transaction can have severe consequences.
Valuing Goodwill
A large portion of a veterinary practice’s value comes from its client relationships and local reputation. Understanding how to value these intangible factors is critical.
Retaining Employees
Veterinary practices are nothing without their skilled employees. Buyers and sellers must consider the impact the transaction will have on the practice’s existing staff.
Purchasing Real Estate
Some practice acquisitions may also involve real estate transactions that can add another layer of complexity. Does the practice own the property where it operates, and is that property part of the sale?
Legal Services Our Firm Provides During Mergers and Acquisitions
Mahan Law – Veterinary Law Firm provides a wide range of legal services to veterinary practice buyers and sellers. These services include performing due diligence, structuring transactions, drafting legal documents, and negotiating agreements.
Performing Due Diligence
When conducting due diligence, our lawyers will review the practice’s financial records, contracts, leases, vendor agreements, regulatory compliance issues, and corporate structure. We’ll also examine employee classifications, compensation, and benefits to support their retention.
Structuring Transactions
Every veterinary practice transaction is unique. Some of the transaction structures our attorneys are prepared to assist you with are:
- Stock purchases
- Asset purchases
- Buyouts
- Secured financings
- Restructurings
- Spinoffs
We’ll help you determine the best transaction structure for your specific case and work with you and the other party, whether that’s the buyer or seller, to make it a success.
Drafting Transaction Documents
Mergers and acquisitions involve several key legal documents that our lawyers can draft or review on your behalf. Some of the most common of these documents are:
- Letters of intent
- Confidentiality agreements
- Purchase agreements
- Non-compete agreements
- Transfers of intangible assets
Negotiating Transaction Agreements
We’ll serve as the intermediaries for transaction negotiations, connecting the needs of both the buyer and seller to achieve a deal both parties can be happy with.
Common Challenges in Veterinary Mergers and Acquisitions
Veterinary practice mergers and acquisitions present several challenges for both buyers and sellers. Part of our job as attorneys is to make sure that our clients understand these challenges, the potential impact they can have on the transaction, and the possible ways to overcome them.
Non-Compete Clauses
Many acquisition agreements include non-compete clauses that prevent veterinarians from opening competing practices in nearby counties following a transaction. They may also include non-solicitation terms, preventing veterinarians from contacting previous clients.
Hidden Liabilities
Due diligence can uncover hidden liabilities, including unpaid taxes, compliance violations, or employment issues that may need to be addressed before the transaction is finalized.
Earn-Out Pricing
In some cases, the final sale price depends on the practice’s financial success following the transaction. It’s crucial that both parties understand the pros and cons of such a pricing structure before they agree to it.
Why Choose Mahan Law for Your Merger and Acquisition
Mergers and acquisitions involve complicated transactions and require extensive knowledge of the law. Our firm can represent you throughout the transaction process, whether you are a buyer or seller. And after the transaction is complete, we offer ongoing support plans that include assistance with:
- Regulatory compliance
- Legal and human resource consulting
- Real estate transactions
- Civil litigation
- Administrative proceedings
Frequently Asked Questions
Below, we have answered some of the most frequently asked questions about mergers and acquisitions for veterinary practices.
How does a veterinary practice sale impact my employees?
In many cases, a veterinary practice sale includes employee contracts, allowing the buyer to retain the existing staff. This is often crucial, as the goodwill the staff have fostered with clients can make up a significant portion of the practice’s value.
Do I have to sell my real estate with my practice?
If you own the building your practice operates out of, you do not have to sell it along with your practice. Some sellers choose to retain their property and lease it to the new practice owners.
How long does a veterinary practice merger or acquisition take?
The timeline for a veterinary practice merger or acquisition depends on several factors, including the size of the practice and the market. In general, these transactions can take between six and 18 months.
How do I know an acquisition price is fair?
The best way to know you are getting a fair deal during a practice acquisition is to work with an experienced attorney who can value the practice based on several key metrics, including assets, goodwill, estimated earnings, and real estate.
Contact Our Experienced Veterinary Practice Mergers and Acquisitions Attorney
Whether you are looking to sell or acquire a veterinary practice, the skilled lawyers of Mahan Law – Veterinary Law Firm can help protect your best interests. We represent veterinarians and practice owners directly in Florida, Ohio, Indiana, California, Texas, Pennsylvania, Michigan, and Kentucky, and have the ability to assist with mergers and acquisitions nationwide.
Contact our firm for a free consultation with an experienced lawyer and to learn more about the mergers and acquisitions process.