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May, 2008 "Just who are we, anyway?" and "What if something happens to your partner?"
 
Other Articles of interest.
The Need for an Appraisal - They're Not Just for Sales
Appraisals are obviously needed for purposes of establishing practice value at the time of a sale. However, there are many other benefits to be gained by commissioning an appraisal in advance of a sale. Read what one dentist says about the many ways an appraisal benefitted him and his practice, even when he was not considering a sale.
For Sale by Owner ... or by Broker
I saw an advertisement in a state journal for the sale of a practice. The ad contained the capital letters "NO BROKERS", which was to me an irresistible invitation to reply.
Price and Value - A Lesson for the New Practice Buyer
I remember sitting in class in dental school back when the earth was cooling, thinking, "If I ever get out of here, I'm never coming back." Well, eventually I did get out of there and realized afterwards the incredible knowledge and skills I had somehow acquired. I also realized how ill-prepared I was to face the many financial decisions that were not based on my extensive knowledge of enamel rods or biochemistry.
How to appraise a dental practice
I am often asked 'How do you appraise a dental practice' and 'What percent do you use to get the price?'. If the process were that simple, we wouldn't need experts in practice appraisals, just a calculator that can multiply two numbers.
How Is Business?
I have been hearing from more and more dentists that things are slowing down in their practice as the economy continues to unravel. Dentists who were booked for four weeks in advance are now only booked for two weeks or less. Patients are seeking more “needs” based treatment than “wants” based treatment. Cosmetic dentistry is waning as more patients are presenting for the most basic treatment.
The Value of Locum Tenens
Locum tenens has been around dentistry for many years, although not always known by its formal Latin name. Locum tenens literally means “hold the place down” and that is what we are doing when a dentist fills in for another dentist who is on vacation, disabled, given “time out” by the dental board, or who has died. Our physician brethren have used this concept for many years, as their practice needs are more acute than in dentistry and keeping a practice open is more critical.
I'm Losing Money On My Associate!
Recently I structured an Equity Development Plan, our safer alternative to partnerships, for a practice owner and an associate dentist. I assumed that they were happy and doing well until I received a call from the owner that the associate was making too much money and that the owner was losing money. Apparently, while still less than six months into the relationship, the associate was producing $50,000 per month and increasing.
The Value of a Practice Appraisal
As I consider the topic of the value of a dental practice appraisal, I think of all of the instances in my twenty four year’s experience of why people have had their practices appraised and what good it has actually done for them.
The real cost of slowing down!
I don't know how many times I have heard a dentist tell me how he plans on cutting back and slowing down and he gets closer to retirement. On one occasion in which I had listed a practice for sale, the seller told me of his plans to cut his schedule back by one day per week to work on his golf game. I had never thoroughly analyzed the effect of a cutback before but decided to take a very close look at what the exact effects of such a cut back would be.
The Importance of Associate Contracts
The best business dealings are when you deal with someone whose word and handshake are all you need ... and then you put it in writing!
A Successful Alternative to Partnerships
My former article discussed the pitfalls of partnerships and buy-ins which include loss of control, loss of marketability, and loss of value. These are consequences of converting a real tangible practice into intangible undivided interests.
Minority Partnership Pitfalls
One of the most popular practice transition strategies is the buy-in. The interests may be any size - 10%, 49%, 50 % or more. Sometimes it involves selling progressive interests and other times it involves selling a remaining interest by a retiring shareholder.
A Story of Three Dentists
In the past year, our firm encountered three dentists who experienced the same event - death.
Measuring Practice Value
The importance of value to the buyer of a dental practice is emphasized, since value is the buyer’s actual take-home income. This article explains how to recognize and measure value in practices.
Value or Price - Choose Wisely
All to frequently buyers zero in on price as the primary practice purchase issue, while ignoring the issue of value. However, buyers stand to benefit much more by receiving high value than by paying a low price, since the primary practice value actually is the net income the buyer takes home from the purchased practice.
Women and Practice Transitions

The emergence of women in dentistry has been a slow but steady phenomenon that has challenged many of us to examine our preconceptions and stereotypes of how women practice. Besides the many effects women are having on the clinical side of the profession, women are also impacting the management and transitioning of dental practices.

Recently, Mrs. Gretchen Lovelace, a transition consultant colleague of mine in Louisiana, structured a very innovative and effective transition approach for two female dentists. Two female dentists desired to work together in a practice in which they would each work three to four days per week. They were presented with a practice grossing $980,000 per year. The two female dentists decided to purchase the practice. This is where this particular transition became creative.

The seller's practice was separated into two separate and distinct parts. A system was created for dividing the existing patients between the purchasers and allocating new patients to each purchaser. Equipment was divided between the parties, and only where division was not practical, for items such as the compressor, vacuum, panorex, etc., was there any joint ownership.

Each purchaser formed their own individual LLC (limited liability company). Then, an LLP (limited liability partnership) was formed with the individual LLC's as members. The LLP functions as an umbrella for the individual LLC's.

An office-sharing agreement was created between the individual LLC's. Provisions of the office-sharing agreement included that individual expenses and items such as supply costs and laboratory expense would be paid by each individual LLC. Other categories of supplies, office rent, utilities, and other general types of expenses were paid directly by the LLP.

The operating agreement for this office-sharing plan is very detailed and comprehensive. It is designed to anticipate any and all situations which may arise, but with the office-sharing concept, the issues are typically minimal. There are, however, some very important distinctions that should be drawn from this example.

First, the practice presented to these two ladies was larger than either one of them wanted to assume individually made it possible for both dentists have an adequate sized practice to allow them to earn an above average income. Too many times, two dentists who wish to go into practice together forget that the practice needs to be double the size that they might initially be looking for.

The other important distinction, and by far the most important one, is that the parties did not go into a partnership, but created two individual practices from the purchased practice. This subtle difference makes the largest impact of the continuing success of this joint venture of any factor involved. Not being joined at the hip as in a conventional partnership provides both parties the room to maneuver and operate their individual practices as they see fit. There is no constant arguing about whether to start a pension plan, include health insurance, buy new equipment, hire or fire certain employees, and so forth. Each party is free to make their own business decisions, which do not affect the other party.

Secondly, an individual and independent practice is more marketable and more valuable than a fifty percent undivided interest in a single practice. A fifty percent undivided interest in a practice, which is an intangible, is much less attractive and marketable compared to total ownership of tangible assets and total control by a seller. The value that can be received for selling an individual tangible practice is much more than can be realized in the sale of an undivided interest in a practice.

Of all of the pitfalls of forming a 50-50 partnership, the most impactful is that neither party has any control. Think about it - one 50% interest votes for something and the other 50% interest votes against it. There is continual deadlock on every issue and neither party has control. Some suggest a 51% - 49% partnership, and while this does give control to the 51% partner, the 49% partner has no control whatsoever. The dilemma here is to decide which partner wants to have no control.

While any dentists jointly entering a new practice will have problems and obstacles to overcome, the appropriate application of forming an office-sharing agreement versus a partnership will eliminate many serious and contentious issues for the parties. The office-sharing approach is the most successful and effective approach for two people wishing to practice together. This interesting study examines how women in dentistry can pose new challenges in practice transitions, but also result in innovative approaches to success.

Earl M. Douglas, DDS, MBA, BVAL.
Published in Dental Economics, January 2008