dso

How to Get Multiple DSO Offers for Your Dental Practice

To get multiple DSO offers, identify buyers that fit the seller’s goals, use controlled disclosure, and request comparable responses against the same practice information. Count complete proposals separately from conversations. Set a clear review point, resolve differences, and assess terms before selecting a finalist. More invitations do not guarantee more offers or a better sale.

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Key takeaways

  • A complete response states its assumptions and open conditions; it does not prove the buyer can close.
  • Use the same seller facts and response fields to make separate proposals comparable.
  • Keep the invitation seller-blind, obtain an NDA before identifying disclosure, and involve staff according to actual duties.
  • A deadline extension is useful only if the expected new evidence could change the decision.

Start with the seller's decision, then invite interest

Getting multiple DSO offers starts with deciding what would make an offer usable. Write down the seller's required cash, preferred future role, acceptable work commitments, and need for support. Separate firm limits from preferences. An organization can be interested in the practice while seeking a relationship the seller would never accept.

Use those limits to shape a real invitation. For example, if the seller can discuss continued clinical work but cannot commit to the schedule a buyer needs, find that mismatch early. Do not collect a high price that assumes work the seller has already ruled out. The same applies when the practice building is outside the proposed sale.

The ADA's guide, updated January 21, 2021, describes varied DSO service and control arrangements. Compare each bidder's proposal. ADA: DSO business services guide

Compare the DSO route with a private buyer before narrowing the search. The DSO versus private buyer guide addresses that choice. This page focuses on making separate DSO responses comparable enough to choose a next step; it does not predict how many buyers will respond.

Build a buyer list around verified fit

A useful list records why an organization might fit and what still needs proof. A familiar brand is only a starting point. Confirm the proposed acquiring entity, the person authorized to discuss a transaction, and the buyer's actual interest in the practice profile. Record when that information was checked.

Ask whether separate contacts represent separate decisions. Two business development staff from the same organization are not automatically two independent bidders. Nor does a person introducing an unnamed capital partner supply a second offer. Ask who would make, approve, and fund the proposal before counting it.

An NYSDA-hosted article by transaction attorneys identifies peer introductions and advisers as routes to potential buyers. It also recommends evaluating the fit of the ongoing relationship. NYSDA: Initial sale steps

Treat a peer introduction as an introduction, not verification of the current buyer's plans. Ask about the peer's own experience, when it occurred, and which entity and people were involved. A good past experience can guide questions without proving that the present proposal will produce the same result.

Buyer-list fieldEvidence to recordWhy it matters to the invitation
Proposed buyerNamed entity and confirmed contactDistinguishes a bidder from an intermediary
Current interestResponse to the approved practice profileSeparates an old lead from an active discussion
Seller roleWork expectations the buyer can discussExposes a basic fit problem early
Approval pathWho reviews terms and what remainsHelps set a credible submission schedule
Funding explanationProposed source and unresolved conditionsMakes funding questions visible
Existing tiesShared sponsor, team, or buyer group if knownPrevents unsupported claims of independent competition

Do not remove a buyer merely because its process differs. Ask whether the difference prevents a supported comparison. A smaller organization may need different evidence from a larger one. Neither size nor name alone establishes funding certainty, staff support, or ability to close.

Keep the first approach blind and stage later access

Initial outreach should be seller-blind. Omit the owner and practice names, exact location, financial figures, staff details, and combinations of facts that would identify the business. Use a broad, approved description to establish interest. Obtain the buyer's signed NDA before identifying the seller or practice, then approve the specific materials needed for the next decision.

Plan staff involvement around actual work and duties. A person needed to verify a system or prepare an employment change may need an authorized conversation before closing. Coordinate that contact with the seller and advisers. A competitive process does not justify an all-staff secrecy rule or repeated unplanned office visits.

The FTC's March 20, 2018 guidance discusses limiting sensitive information in premerger talks with competitors or potential competitors. It suggests matching access to the stage and using suitable safeguards. This dated guidance is not a complete statement of current law or a safe harbor. FTC: Premerger information safeguards

Have counsel design the relevant controls for the actual parties. An NDA alone may not address competitive information. Patient information also needs its own lawful access basis and secure process. Keep the confidentiality guide and records custody guide beside the commercial release plan.

Give bidders one clear response request

Ask each bidder to respond to a common set of questions using the same version of the seller's information. Define the assets or interests under discussion and identify major exclusions. State the reporting period and seller-role assumptions. Ask the buyer to identify any departure from them rather than silently substituting its preferred case.

The ADA's sale guidance recommends clarifying the broker's promotion, showing process, and fees. Agree on those responsibilities before invitations go out. ADA: Selling a practice

A response request can be short while still requiring useful detail. The seller needs an account of what the buyer proposes and what must be resolved. Do not demand a fully negotiated purchase agreement at the first round. Ask for enough substance to decide whether deeper review is warranted.

Requested responseWhat the buyer should identifyComparison problem if omitted
Proposed considerationClosing cash and each separate later componentA total can hide different payment conditions
Transaction scopeIncluded interests or assets and exclusionsBidders may be pricing different packages
Seller workProposed role, schedule, and separate pay termsThe same price may require different work
Support and controlServices offered and decisions retained locallyA support promise may mean different things
Remaining reviewOpen assumptions and evidence requestsThe seller cannot judge what remains tentative
Approval and fundingOutstanding decisions and funding conditionsAn early response may be mistaken for approval
Proposed next stageRequested access, timing, and restrictionsThe seller cannot assess the cost of proceeding

Have the accountant and attorney help refine the fields. These are commercial questions, not model legal terms. A buyer can mark a field open and explain the reason. That is more useful than a confident answer that its decision makers have not approved.

Use a common cutoff without inventing urgency

Choose a response date that allows the invited buyers to review the approved packet and raise material questions. Work backward from the seller's needs and the advisers' availability. Do not call a chosen deadline an industry standard. Confirm whether it asks for an initial response, revised proposal, or decision on a specific open issue.

Maintain a question log. When an answer changes a shared seller fact, update the common packet and notify every bidder entitled to that information. Do not disclose a rival's strategy or confidential offer. If a late material correction affects the comparison, consider a common extension through the agreed process.

Track the version, delivery date, and acknowledgment. A submission made from an old report may appear stronger because it uses different facts. Ask the buyer to refresh its proposal before presenting it as comparable. Do not repair the buyer's offer yourself by assuming it would accept your adjustment.

Allow room for an honest decline. A buyer who says the seller's desired role does not fit supplies useful information. Repeatedly extending a process for an uninterested contact can consume time without adding an alternative. Keep the reason in the log so the seller can distinguish poor fit from an unresolved question.

Work through a fictional submission cutoff

Assume a fictional seller has five invited bidder groups, labeled A through E. These are supplied teaching inputs, not actual buyer names, market response rates, or promised competition. The seller chooses a Friday cutoff and requires three items for a response to enter the comparison meeting: acknowledgment of packet version 2, a response to every required field, and a stated approval and funding path.

An open condition is allowed if the buyer describes it. A missing field is not. This rule measures response completeness only. It does not mean an offer is binding, funded, lawful, or acceptable. All five groups are assumed to have passed the seller's earlier NDA and identity-release process.

Fictional groupVersion 2 acknowledged?Required fields answered?Approval and funding path stated?Count at Friday cutoff
AYesYesYesInclude
BYesYesYesInclude
CYesNo; seller role missingYesExclude
DNo; response uses version 1YesYesExclude
EYesYesNoExclude

The meeting has two complete responses out of five invited groups. Three groups remain incomplete for different reasons. The seller should not describe this as five comparable offers. Nor should the seller treat the two complete responses as two guaranteed closing options.

Record the missing item beside each excluded response. Group C needs a seller-role answer; D needs to address the current packet; E needs to state its approval and funding path. More time will help only if it produces the required evidence. A higher headline number does not cure any of these omissions.

Test whether more time would change the decision

For a first independent sensitivity, assume the seller extends the common cutoff to Monday. C supplies its missing role answer, and D acknowledges version 2 and confirms its response against that version. E supplies nothing further. All other facts remain the same. There are now four complete responses, an increase of two. This result follows from the supplied events, not from a forecast that an extension improves demand.

For a separate sensitivity, return to the Friday facts and change the required field rule. Suppose the seller decides that its post-sale role must be settled in principle before a response can enter the meeting. Assume B's original answer had clearly marked that role as unresolved. B met the original completeness rule but fails this tighter rule. Only A remains eligible for this revised comparison.

These branches answer different questions. One changes the arrival of missing evidence; the other changes the seller's decision standard. Do not combine them without stating both changes. The seller may prefer two candid preliminary responses to one more developed response, but should know which choice the meeting is designed to make.

The exercise also shows why a count is a poor measure of deal quality. A fully answered proposal can still be unacceptable. The next review must address its terms, conditions, and support. Use the count to describe the process accurately, not to justify a sale or claim negotiating success.

Choose a finalist through reasons the seller can defend

Prepare a separate issue list for each complete response. Identify what fits, what conflicts with a seller limit, and what needs clarification. Ask for targeted revisions when a plausible change would make an offer usable. A seller can reject an otherwise complete response if the required future role does not fit.

When comparing value, use the DSO offer comparison calculator and the rolled equity guide. Keep the detailed economics there. At this stage, the process question is whether each buyer has supplied enough reliable information to support that separate analysis.

Select the next step explicitly: continue with a finalist, seek a defined revision, widen the search, or stop. An adviser should not interpret the seller's silence as permission to accept new restrictions. Record the seller's reasons so a later change can be assessed against the same priorities.

Review existing obligations before changing the process

Before soliciting further bids or entering exclusivity, give counsel everything already signed. Earlier engagement terms, confidentiality agreements, or other commitments may affect what the seller can do. This guide does not determine the right to reopen talks, circulate terms, or end negotiations.

The letter of intent guide explains how to connect a proposed next stage with business terms and counsel's review. A synchronized response process ends with a decision about where to spend deeper review time. It does not replace the LOI or the final agreements.

If only one usable response remains, state that fact. The seller can assess it on its own terms, seek further interest if permitted, or reconsider the timing. Do not invent a competing buyer, inflate the number of offers, or imply that someone has accepted a deadline when they have not.

Common mistakes in seeking multiple DSO offers

One mistake is counting every conversation as an offer. Keep contacts, active discussions, received responses, complete responses, and accepted next steps distinct. Those states can change without proving that the practice gained or lost value.

Another mistake is giving each buyer a different version of the seller's future role. That can produce impressive but incompatible proposals. Correct the shared assumption and ask for refreshed answers before choosing a finalist.

Avoid extending deadlines without a reason. Record which missing evidence is expected and how it could change the decision. Equally, do not use an arbitrary deadline to prevent a bidder from examining a material correction.

Finally, avoid giving the first bidder uncontrolled access merely because it arrived first. Agree on disclosure and outside contacts before opening the next stage. An orderly process protects the seller's ability to compare evidence while keeping the operating practice's needs in view.

Summary: create usable choices before choosing a buyer

Multiple DSO offers are useful when buyers respond to the same seller facts and clearly state their own conditions. Count complete responses accurately, resolve differences, and document why a finalist fits. Keep confidentiality and actual staff duties within the process while obtaining separate legal and clinical review where needed. To discuss a competitive sale process with Jason Taken, business broker at HedgeStone Business Advisors, book a confidential intro call.

Frequently asked questions

How many DSOs should I invite?

Use a list supported by verified fit and the seller’s ability to manage the process. There is no required count in this framework. Two contacts at the same buyer do not automatically represent two independent bidders.

Does an expression of interest count as an offer?

Record it as interest unless it contains a proposal. Then distinguish a received proposal from one that answers the agreed response fields. Neither label establishes that a proposal is binding, funded, or acceptable.

Should every buyer receive the same information?

Use consistent seller facts for comparison, while controlling access for each stage and recipient. Counsel should address sensitive information where competitors or potential competitors are involved. Equal comparison does not require unrestricted access.

What if a buyer uses an older financial packet?

Ask the buyer to confirm or revise its response against the current version. Record the change. Do not assume that its original price or conditions survive a correction without a refreshed answer.

Can I extend the response deadline?

Consider an extension through the agreed process when a material correction or expected answer could change the comparison. Check existing obligations with counsel. State the revised date and the evidence the extension is meant to produce.

What if only one complete response remains?

Assess that response honestly on its own terms. Depending on existing commitments, the seller may continue, seek further interest, or reconsider timing. Do not invent competition or describe incomplete responses as ready alternatives.

Should the highest headline offer become the finalist?

Choose against the seller’s actual limits and supported terms. A higher total may assume a different asset package, future role, or payment conditions. Complete the separate economic and professional review before deciding.

When should staff take part in the process?

Involve the appropriate people when actual duties require verification, preparation, or notice. Coordinate the contact and information scope with the seller and advisers. A multiple-buyer process does not justify waiting until closing for every staff need.

Jason Taken

Business broker · HedgeStone Business Advisors

Editorial standards & limitations

Sources

Retrieval dates appear beside each source. Figures retain their stated observation years; retrieval does not make older data current.

  1. ADA: DSO business services guide · Retrieved
  2. NYSDA: Initial sale steps · Retrieved
  3. FTC: Premerger information safeguards · Retrieved
  4. ADA: Selling a practice · Retrieved

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