Selling Your Dental Practice in California

After years of building your practice, the sale deserves the same care you gave your patients. A well-planned sale protects the value you have built, minimizes taxes, and gives you control over your transition — whether you are retiring, relocating, or moving to your next venture.

Mostofi Law Group represents selling dentists across California. We prepare you for the process, negotiate the letter of intent and purchase agreement, coordinate with your CPA and broker, and manage the legal details through closing so there are no surprises.

Buyers today range from individual dentists to dental groups and DSOs, and each type brings different deal terms. We help you evaluate offers on more than just price — payment structure, your post-closing role, staff treatment, and the lease all affect what the deal is really worth to you.

Selling is also a tax event and an employment event, not just a business deal. We structure the transaction with your long-term interests in mind, from allocation of the purchase price to transition agreements that let you leave on your own terms.

What we handle in a dental practice sale:

  • Pre-sale planning and transaction timeline
  • Reviewing and negotiating the letter of intent (LOI)
  • Drafting and negotiating the asset purchase agreement
  • Purchase price allocation and tax-aware structuring (with your CPA)
  • Staff, associate, and employment transition matters
  • Lease assignment or termination negotiations
  • Accounts receivable and patient-record transfer provisions
  • Seller transition, consulting, or employment agreements

The best sales start with planning, ideally a year or more before you list. Call Mostofi Law Group at 1-866-247-9420 to talk through your timeline and make sure your practice is positioned for the strongest possible sale.

Frequently Asked Questions

How is a dental practice valued?

Most dental practices are valued using a multiple of collections or EBITDA, adjusted for location, payer mix, equipment condition, staff stability, and growth trends. A formal valuation or broker opinion gives you a defensible asking price. We can recommend the right starting point and make sure the deal documents reflect the agreed valuation method.

When should I start planning my sale?

Ideally 12 to 24 months before you want to sell. That gives you time to clean up financials, renew the lease, address compliance issues, and maximize production — all of which increase your sale price. Even if you are selling sooner, early legal guidance helps you avoid mistakes that reduce value.

What is a letter of intent, and is it binding?

An LOI is the buyer's written proposal outlining price and key terms. Most provisions are non-binding, but confidentiality, exclusivity, and sometimes break-up terms can bind you. Never sign one without legal review — the LOI sets the framework for the entire deal.

Will I have to keep working after the sale?

Often, yes, for a transition period — typically a few months, sometimes longer. Buyers want you to introduce them to patients and staff to protect goodwill. The length, compensation, and schedule of your transition should be negotiated in the purchase agreement, not left to a handshake.

What happens to my staff when I sell?

In most asset sales, the buyer hires the staff fresh, but severance, accrued benefits, and non-compete issues need to be addressed. How your team is treated affects patient retention and goodwill, so we make staff transition terms a deliberate part of the deal.

How are taxes handled on the sale?

How the purchase price is allocated among assets — goodwill, equipment, patient records, non-compete — significantly affects your tax bill. We coordinate with your CPA to structure the allocation favorably before the agreement is signed, because it is very difficult to change afterward.