How to Sell a Dental Practice in 2026: Valuation, Process, and Exit Paths

Last updated: August 2026

I'm Sean Yu, co-founder of Peony. Before Peony I spent my career on the deal side, and one thing I've watched over and over is a practice owner discover, far too late, that the number in their head and the number a buyer will actually pay are two different things — and that the gap is mostly things they could have fixed with lead time. Selling a dental practice is not like selling a house. There is no MLS, no comparable-sales database you can pull in an afternoon, and no single "the practice is worth X" answer. There is a valuation method, a process, a set of levers you control, and a small cast of buyers who each price the same practice differently. This guide is the whole of it: what your practice is worth and why, how the sale runs step by step, how to prepare financials that survive a buyer's scrutiny, what the tax structure does to your proceeds, who the buyers are in 2026, and the internal-transition path if you would rather sell to your associate. I run Peony, a data room company serving 6,800+ customers, so I have a view on the confidential-process tooling — but almost everything below is about the deal, not the software, and I'll tell you plainly where the software does not matter.

Quick answer. A general dental practice commonly sells for roughly 60% to 85% of annual collections per transition CPAs, or on an earnings basis at about 5x to 7x adjusted EBITDA for a solo practice, rising into double digits for multi-location platforms. The sale takes about six to nine months end to end and runs on a seven-step spine: valuation, financial recast, confidential go-to-market, buyer triage under NDA, LOI with 60-120 day exclusivity, 90-120 day diligence, and close. Most dental sales are asset sales, which has real tax consequences you settle with a CPA before signing. Three buyer types compete for your practice — an individual dentist, a DSO, and your own associate — and a headline DSO offer can net less than a private-buyer offer once rollover equity and earnout are stripped out. The single biggest lever you control is owner-dependence: the less the practice needs you, the higher the multiple.

What is a dental practice actually worth in 2026?

A general dental practice commonly sells for roughly 60% to 85% of annual collections, or on an earnings basis at about 5x to 7x adjusted EBITDA for a solo practice, per dental transition CPAs and advisory firms; but both are directional rules of thumb, not a valuation. I'm going to attribute every number in this section, because dental valuation is a place where confident-sounding figures get repeated until they sound like law, and a buyer prices off evidence, not off a round number you heard at a study club.

Start with the percentage-of-collections method, which is the one most owners have heard. Transition-focused accountants describe general practices selling for roughly 60% to 85% of annual collections. That figure comes from Dental CPA USA's 2026 pricing analysis, and it is best treated as a fast sanity check rather than a valuation, because it says nothing about your overhead or your profit after a fair-market dentist salary. Two practices with identical collections and very different overhead are not worth the same amount.

Specialty changes the picture. Transition advisors generally cite general practices around 65% to 85% of collections in private transactions versus specialty closer to 80% to 100%, with orthodontic practices frequently cited near 80% against a general practice nearer 70%. Do not blend a general-practice rule with a specialty one — an endodontic or orthodontic practice is priced on a different curve.

The earnings-based lens is where larger buyers actually operate, and it is banded by size. Per Deal Prospectors' 2026 EBITDA-by-size analysis, single-doctor and small tuck-in practices trade at roughly 5x to 7x adjusted EBITDA (the smallest solo tuck-ins sitting in the low-to-mid single digits); associate-led groups around 1 to 3 million dollars of EBITDA at about 7x to 9x; emerging multi-location platforms at about 9x to 11x; and platform-grade groups above 5 million dollars of EBITDA at about 10x to 12x or higher. Auxo Capital Advisors' 2026 guide frames similar tiered bands (from roughly 3x at the smallest practices to 11x-plus at platform scale), and Dental Practice Insider's 2026 guide pegs single-location DSO acquisitions nearer 3.5x to 5.5x.

Here is a distinction that trips up almost every solo owner. A small practice is often valued not on institutional EBITDA but on seller's discretionary earnings (SDE) — earnings before the owner's own compensation and perks — at roughly 1.5x to 2.5x, while larger DSO-attractive practices are valued on EBITDA at roughly 3.0x to 5.5x, per Dentx. That is why a solo owner hears "dental practices sell for 10x" at a conference and then gets an offer that looks like 2x: the headline number is an EBITDA multiple on a large, professionally managed practice, and the solo owner is being valued on a different, owner-inclusive earnings base. It is not that your practice is being lowballed. It is a different math.

One honest frame to hold across all of the above: Henry Schein Professional Practice Transitions explicitly declines to publish a single percentage or multiple, warning that "these references … cannot replace a professional valuation." I agree with them. Every band in this section is a directional starting point. Your real number comes from a formal valuation that works from your actual collections, your normalized profit, and your specific risk profile — and I've never seen a seller regret paying for one.

What moves your practice up or down inside those ranges?

The levers that decide where you land inside the valuation bands are, in rough order of impact: how dependent the practice is on you personally, your overhead, the health of your hygiene department, your payer mix and PPO exposure, and structural risks like a short lease or provider concentration. Almost all of these are things you can influence with lead time, which is the entire argument for starting valuation work years before you plan to exit.

Owner-dependence is the biggest single lever. If revenue runs on your hands treating patients and your personal relationships with referrers, a buyer sees that your departure takes much of the value out the door with you, and applies what valuation practitioners call a key-person discount. A practice where care is systematized, where an associate carries a real share of production, and where patients belong to the practice rather than to you personally sits toward the top of its range. A practice that is effectively you plus a booking system sits at the bottom. I'll keep the magnitude qualitative because the published percentages conflict, but the direction is not in question.

Overhead sets your normalized profit, and profit is what a buyer actually pays for. National median dental practice overhead runs roughly 55% to 65% of collections (about 62% median), with high performers toward the mid-50s, and staff salaries and benefits are the largest single component at roughly 25% to 30% of collections, per ZenOne's overhead benchmarks. A practice running well above the median converts fewer of its collections into the profit a buyer capitalizes, so the same collections buy a lower price. Overhead you can trim before going to market flows straight through to value at your multiple.

The hygiene department is a value signal buyers read closely. A healthy hygiene department contributes roughly 25% to 33% of total practice production (a baseline near 25%, with high performers at 30% to 33%), per Dentx's hygiene benchmarks, typically at a 65% to 75% profit margin on hygiene services per Dental Economics. A thin or shrinking hygiene program tells a buyer the recare system is weak and future production is at risk; a strong one signals a stable, recurring revenue base.

PPO exposure is the quiet margin drag. Industry consultants — and here the source is PPO-negotiation vendors, so read it as an incentivized estimate — report average PPO write-offs across general practices commonly landing around 40% to 60% of billed fees, with PPO reimbursement staying essentially flat through 2025 while overhead rose, per Veritas Dental Resources. Heavy dependence on low-paying plans compresses the profit a buyer underwrites. I'd frame this as "industry consultants report," not as gospel, but the pressure is real and buyers do price it.

Then the structural risks: a short remaining lease (a buyer needs to know they can stay in the building), provider or referral concentration (if one associate or one referrer drives a large share of production, that's key-person risk again), messy financials, compliance gaps, and credentialing complications. None of these is fatal on its own, but each one is a reason a buyer trims the offer or slows the deal. The good news is that most are fixable with runway — which is why the highest-return thing a mid-career owner can do is treat value as something you build over a few years, not a number you receive on the way out.

Who buys dental practices in 2026, and how does the buyer change the price?

Three buyer types compete for your practice — an individual dentist, a DSO, and your own associate — and the type you sell to changes both your price and your terms, sometimes more than your practice's fundamentals do. Understanding the buyer landscape is not academic. The same practice can carry three different valuations depending on who is bidding, and the highest headline number is not always the most money in your pocket.

The individual dentist buyer is the traditional path: a clinician, often a current associate somewhere, buying their first or second practice, usually financed through an SBA loan. They typically pay a fair, market-rate price, keep the practice independent, and want continuity. They move more slowly and need more hand-holding than an institutional buyer, but they carry the least confidentiality risk to you and often the best outcome for your staff and patients.

The DSO — a dental service organization — is the consolidator. A DSO owns and manages the non-clinical side (billing, marketing, HR, procurement) of many affiliated practices while dentists deliver the clinical care, a structure built to operate around the corporate-practice-of-dentistry rules I'll cover later. The DSO share of the market is real and growing: 16.1% of U.S. dentists were affiliated with a DSO in 2024, more than double the roughly 7.2% of 2015, per the ADA Health Policy Institute as reported by DentistryIQ. Among newer dentists the shift is sharper: more than 1 in 4 (over 25%) dentists up to 10 years out of dental school were affiliated with a DSO in 2024, much higher than for established dentists, per ADA News, with Colorado and Oklahoma seeing the largest recent increases. Ownership is delayed among younger dentists, not abandoned — nearly 3 in 4 U.S. dentists still own their practice.

Where consolidation goes from here is genuinely contested, and I'll give you both credible views rather than pick one. On the bullish side, Brian Colao, who directs Dykema's DSO Industry Group, has predicted that 75% to 80% of dental practices will be consolidated in 10 to 15 years. On the skeptical side, CPA Brian Hanks estimates that strict-definition consolidation "doesn't ever get above 20% of all dental practices," per the same DentistryIQ analysis. Both are looking at real data and defining "consolidated" differently. The honest read is that DSOs are a large and growing buyer, not that the profession is on a fixed path to any particular number.

It also matters what the market has been doing lately. Dykema characterized 2025 as "The Year of the Muted Recovery": the post-rate-cut M&A rebound that many expected largely failed to materialize as rates stayed high, tariffs bit, and healthcare-fraud enforcement spiked, and a substantial number of DSO sale processes were abandoned during the downturn that began in mid-2022. At the same time, 69% of DSOs surveyed said their private-equity sponsors expect a moderate or high increase in 2026 acquisition activity, per TUSK Practice Sales' Q2 2026 Dental Market Report. Appetite is returning, but it is choosier than the froth of a few years ago, and that shows up as harder diligence and more retrades.

Now the part that actually affects your wallet: a DSO can pay a higher headline multiple, but a DSO premium is not automatic, and it is often not what it looks like. DSOs may pay up because a portfolio diversifies the single-practice key-person and local-market risk that institutional capital will pay to smooth, because your practice fits a regional-density or specialty-mix strategy, and because they underwrite EBITDA as it would be under their operational framework rather than just your trailing historicals, per Auxo Capital Advisors. But — and this is the counterweight every seller should internalize — much of a DSO's headline price is typically rollover equity plus earnout, not guaranteed cash. As Deal Prospectors puts it, a "premium" DSO offer can net less than a "modest" individual-buyer offer once all the adjustments play out. The lesson is to compare net guaranteed proceeds and total risk, never headline enterprise value.

How do you sell a dental practice step by step?

The sale runs on a seven-step spine — valuation, financial recast, confidential go-to-market, buyer triage under NDA, LOI with exclusivity, due diligence, and close with transition — and the whole thing takes roughly six to nine months, most of it spent on preparation and diligence rather than on finding a buyer. Here is the sequence, in the order it actually happens.

1. Valuation. Get a formal valuation before you do anything else, so you enter the market with a defensible number rather than a hope. This is where the percentage-of-collections and EBITDA work from the first two sections turns into a specific, evidence-backed figure a buyer can test.
2. Financial recast. Normalize your statements to show what the practice earns for a new owner: add back your above-market compensation to a fair replacement salary, strip out personal and one-time expenses, separate related-party rent. Every add-back needs a paper trail, because this is the number that gets scrutinized in diligence. (Its own section is next — it is that important.)
3. Confidential go-to-market. Take the practice to buyers without revealing your identity. Market with a blind profile — region, collections band, high-level story, no practice name — so nobody, least of all a competitor, can identify you from the listing.
4. Buyer triage under NDA. Make every interested buyer accept an NDA before they see anything beyond the teaser, then release your real name and detailed financials only to buyers who clear that gate. This is where you separate serious buyers from the merely curious and from competitors fishing for your numbers.
5. Letter of intent and exclusivity. A buyer submits an LOI; if you accept, you grant an exclusivity or no-shop window. On dental deals, LOI-to-close and the exclusivity period commonly run 60 to 120 days, per Dental Transitions' DSO transition timeline. An LOI is usually non-binding, so it sets price and terms but does not guarantee a close.
6. Due diligence. The buyer verifies everything you represented — financials, lease, employment agreements, credentialing, compliance, and payer enrollment. Buyer due diligence on a dental sale typically spans about 90 to 120 days, per the same source. This is the step that tests whether your preparation holds.
7. Close and transition. Sign, fund, and hand over. If you sold to a DSO or a buyer who wants you to stay, a post-close employment period follows — commonly two to five years — during which the practice integrates to the new owner's model, usually over the first 12 to 24 months.

Dental Transitions pegs the active market-to-close process at three to six months for a single-location practice; add pre-market preparation and the realistic end-to-end plan is roughly six to nine months (excluding any post-close employment period). A clean associate sale with financing pre-arranged can beat it; a larger, messier practice can run past it. The general M&A shape here is not unique to dentistry — if you want the deal mechanics in the abstract, our M&A due diligence process guide walks the full buy-side sequence, and sell-side due diligence covers preparing your own house before a buyer arrives. The dental-specific parts are the credentialing, the payer enrollment, and the confidentiality discipline.

How do you prepare your financials so the price survives diligence?

The single highest-leverage preparation step is building an add-back schedule with a documented paper trail for every adjustment, because a buyer's quality-of-earnings review will strike any add-back you cannot support — and every dollar struck is multiplied away at your valuation multiple. This is where sellers win or lose the most money, and it is almost entirely within your control before you go to market.

The core work is normalizing earnings. Buyers do not pay for your reported profit; they pay for what the practice will earn for them, which means recasting your statements to reflect a new owner's economics. You add back the gap between your compensation and a fair-market dentist salary, strip out personal expenses run through the practice (the car, the travel, the family phones), remove genuine one-time costs, and separate related-party rent if you own the building and pay yourself above or below market. Done honestly, this raises your defensible EBITDA and therefore your price.

The trap is over-claiming. A buyer's quality-of-earnings (QoE) review exists specifically to test your add-backs — buyers routinely "strip aggressive add-backs, retrade on undisclosed liabilities, and adjust price for retention risk," as Dental Transitions puts it. To make the stakes concrete with an illustrative case: claim 1.1 million dollars of adjusted EBITDA, document only 800,000 dollars of it, and at a 6x multiple the 300,000 dollars a buyer strikes is 1.8 million dollars of enterprise value gone — not because the practice changed, but because you could not document the number. That is the whole reason add-back discipline matters more than any other single preparation task. If you want to understand what a buyer's QoE actually examines, our quality of earnings guide breaks down the analysis line by line.

So the rule is simple and strict: only claim add-backs you can prove. Keep the invoices, the payroll records, the lease, and a clean schedule that ties each adjustment to a document. The most common causes of a post-LOI price cut (a "retrade") are aggressive or unsupportable add-backs, along with provider concentration, messy financials, short leases, compliance gaps, and credentialing delays, per Dental Transitions. Every one of those is easier to fix before a buyer finds it than to argue about after. Stage the schedule and the supporting documents so diligence confirms your story rather than uncovering gaps — a transaction accountant is worth the fee here, and the return on that fee is measured in multiples.

Asset sale or stock sale, and what does the structure do to your taxes?

Most dental practice sales are asset sales, and the structure has real tax consequences you should settle with a CPA before you sign, because how the price is allocated across asset categories can move your after-tax proceeds substantially. I am not your tax advisor and this is not tax advice — but you cannot negotiate a deal intelligently without understanding the shape of the tension, so here it is.

Why buyers prefer asset sales. In an asset sale, the buyer purchases specific assets and assumes specific liabilities, gets a stepped-up basis in what they buy (future depreciation and amortization deductions), and avoids inheriting the seller entity's unknown or contingent liabilities. Sellers often prefer a stock or entity sale for cleaner capital-gains treatment. That tension is resolved through the purchase-price allocation, and it is why most dental deals land as asset sales, per Dental CPA USA and DDS Lawyers.

The allocation is where your tax bill is decided. In an asset sale, the price is split across categories — typically equipment and fixtures (Section 1245 property), supplies and inventory, goodwill, and often a covenant not to compete — and buyer and seller must file consistent allocations on IRS Form 8594. The categories are taxed very differently to you as the seller. Goodwill is generally taxed at capital-gains rates. Depreciation recapture on your equipment is ordinary income: gain on previously depreciated Section 1245 property is recaptured and taxed as ordinary income up to the amount of depreciation you claimed, not at capital-gains rates, per Dental CPA USA. A covenant not to compete is also ordinary income to you. So buyers push allocation toward equipment and the covenant (faster write-offs for them), while sellers push toward goodwill (capital gains for you). That tug-of-war is a real negotiation, and the dollars are not small.

Personal goodwill is the piece most owners have never heard of, and it can matter a lot. Where a practice's goodwill is tied to the dentist personally — your patient and referral relationships — rather than to the corporation, and where you are not bound by a corporate non-compete that assigns that goodwill to the entity, proceeds allocated to personal goodwill can be taxed at long-term capital-gains rates rather than ordinary income, and for a C-corp can help avoid double taxation. The seminal authority is Martin Ice Cream Co. v. Commissioner, per Lamb McErlane PC and Robert W. Wood's analysis. Notice the interaction: whether you are bound by a non-compete — a state-law question I'll come back to — directly affects whether you can claim personal goodwill treatment. Structure, tax, and the covenant you sign are one connected problem, which is exactly why this is a conversation to have with your CPA and counsel together, well before closing. The broader mechanics of how deal structure interacts with valuation are covered in our M&A valuation methods guide if you want the general framework.

Should you sell to a DSO or a private buyer?

This is a genuine fork, not a default: a DSO tends to offer a higher headline multiple with more of the price in rollover equity and earnout plus a multi-year employment commitment, while a private buyer tends to offer a cleaner, more guaranteed exit at a market price — and evaluating a specific DSO offer is its own discipline, not a subsection of a general sale guide. Because a DSO offer is a fundamentally different instrument, I am going to keep this short and route you to the right place.

The high-level trade-off is this. A private buyer — an individual dentist — typically pays a fair price mostly in cash at close, keeps the practice independent, and lets you walk away on a normal timeline. A DSO typically pays a higher headline number, but a meaningful slice of it is rollover equity that is illiquid for years and tied to the DSO's overall performance rather than your practice, plus an earnout contingent on hitting targets, plus a base salary and production bonus during a required employment period. The headline can be larger and the net can still be smaller. Which is better depends entirely on your priorities — maximum guaranteed cash and a clean break, versus a second bite at the apple if the DSO recapitalizes at a higher multiple later.

Here is the division of labor, and it is deliberate: everything inside a DSO offer — how they recast your EBITDA, the cash-versus-rollover-versus-earnout mix, holdco versus joint-venture equity, the earnout structure, the employment terms, the red flags, and how to negotiate it — is covered in depth in our DSO offer evaluation guide, and if you have an actual offer in hand, that is the guide to read. This post gets you to the fork; that one gets you through the specific deal. For choosing an advisor or broker to run either path, our roundup of the best healthcare M&A advisors is the place to start.

What about selling to your associate instead?

Selling to your associate is the internal-transition path, and it trades a likely lower price for higher continuity, a smoother handoff, and much easier confidentiality — and it is usually financed with an SBA 7(a) loan that can cover the whole purchase price. For many owners this is the most humane exit: the buyer already knows the patients, the staff already know the buyer, and there is no competitor sniffing around your financials. The catch is that an associate rarely outbids a well-capitalized DSO, so you are often choosing a lower number in exchange for a better transition and a legacy you can live with.

The financing is the part associates worry about, and the news is mostly good. Most associate purchases run on an SBA 7(a) loan, which caps at 5 million dollars, offers terms up to 10 years (up to 25 if commercial real estate is included), and can finance goodwill and intangibles — which matters because goodwill is most of a practice's value. Because dental is a historically low-default lending category, 100% financing is commonly available to a buyer with strong credit (roughly 680-plus) and a practice with clean financials, so a well-qualified associate can often buy the practice with little or no money down, per the Dental Practice Loan Guide and Dental Practice Insider. This is a routine structure for dentists, not an exotic one.

On rates, be careful with any hard number you read. SBA 7(a) variable rates are priced at Prime plus a spread of roughly 1.5% to 2.75%, per Bay Street Lending, which means the effective rate moves with the Prime rate — do not anchor on a specific percentage you saw quoted in a given month, because Prime changes. Check current Prime and add the spread.

For lenders, a handful are consistently active in dental. Bank of America Practice Solutions offers dental acquisition, equipment, and relocation loans up to 5 million dollars. Provide is active and is a Fifth Third Bank company (Fifth Third completed the acquisition in August 2021), financing dental, medical, and veterinary practices. Panacea Financial is a division of Primis Bank and offers dental acquisition, startup, equipment, and real-estate loans, with an ADA Member Advantage endorsement that carries a rate discount and no origination fee. Other lenders are active in the space as well; those three are the ones I can point to with current, verified sourcing. Structure an associate buy-in with a lender who does dental every day — the terms and the underwriting comfort are meaningfully better than a generalist bank.

How do you keep the sale confidential while buyers read your financials?

A practice sale is a confidential process run against multiple buyers who must see your financials without your staff, your patients, or the practice down the street finding out — so the whole thing is built on a blind profile, an NDA gate, a staged reveal, per-viewer watermarks, and one-click revoke. This is the part of the sale that is natively a data-room problem, and it is worth being precise about who you are protecting against and why.

Four groups can each damage the sale if they learn of it early, and the most dangerous is the last. Staff who fear a new owner start interviewing, and the most employable leave first, so a buyer discovers they are buying a thinner team than they bid on. Patients who hear a rumor drift to the practice nearer their office, and that attrition shows up in the trailing collections a buyer underwrites. Referring specialists or GPs who hear you are selling, and do not know to whom, hedge by routing patients elsewhere. And competitors — the practice across town — are exactly the party that shows up as a "plausible buyer," which is what makes them dangerous: get them into your process and they learn your patient volume, your payer mix, your margins, and your staffing costs, and use every bit of it against you. A leak is not embarrassment; it is a smaller practice sold at a lower multiple, or a dead deal.

The controls that hold the downside off are the same ones I described in the step-by-step process, run in sequence: market with a blind profile so nobody can identify you from the listing; gate every buyer behind an NDA before any document loads; release sensitive financials by hand, buyer by buyer, only to parties you have vetted; serve documents view-only and watermarked with each viewer's name and email so a leaked page traces to one person; and revoke access in one click the instant a buyer looks like a competitor. The engagement analytics that come with a real data room double as buyer triage — you can see who read the full P&L and returned to the lease twice (serious) versus who accepted the NDA and never opened a file (not).

I'm not going to re-derive the full mechanics here, because there's a dedicated playbook for it: our clinic sale data room guide covers the blind-profile-to-post-LOI staging, the NDA-gate mechanics, and the buyer-triage analytics in depth, and it applies directly to a dental practice even though the examples are physio and chiro. The broader tooling landscape for the vertical — what a healthcare data room is and which platforms publish a BAA — lives in our healthcare data room guide. On the pricing point specifically, per-viewer dynamic watermarking sits on the Data Room plan; NDA gating, link expiry, and revoke are on every tier including the free one, so a price-sensitive seller is not forced up a ladder to get the controls that matter — the current plan breakdown is on our pricing page.

One honest boundary, because it is the credibility test. If you are selling to a single associate you already trust, you need almost none of this. There is no competitor to guard against, no blind profile to maintain, no NDA triage to run — a shared folder and a good accountant may genuinely be enough. The confidentiality machine earns its keep when you are running a competitive process against multiple outside buyers, at least one of whom might be a rival. Match the tooling to the process, not to a checklist.

What are the legal tripwires?

Two legal issues catch dental sellers off guard: the corporate-practice-of-dentistry doctrine, which shapes who can own what and varies substantially by state, and post-sale non-competes, which are now purely a state-law question because the federal non-compete ban never took effect. I'll flag both at the level a seller needs, then point you to counsel, because the specifics are state-by-state and change.

Corporate practice of dentistry (CPOD). As a national doctrine, non-dentists and corporations generally may not own or control clinical dental practices or clinical decision-making — dentistry must be delivered by licensed dentists. DSOs operate around this by owning only the non-clinical, management side (the MSO/DSO model), which is why the DSO structure exists in the form it does. But the doctrine varies substantially by state: some enforce it strictly, others permit broad DSO involvement, per Hendershot Cowart P.C. A few states are commonly cited as strict or notable. California strengthened its restrictions in October 2025 when Governor Newsom signed SB 351 (effective January 1, 2026), formalizing limits on private-equity- and hedge-fund-operated dentist and physician management platforms, per Sidley Austin. Texas bars non-dentist control of dental treatment while statutorily accommodating dental service organizations for the management side. Colorado has enacted stricter regulations over DSO involvement amid CPOD concerns. Name the state, then ask your counsel how it applies to your deal — the details vary too much to generalize.

Non-competes: the federal ban is dead, and state law governs. This one is widely misunderstood, so be precise. The FTC's 2024 Non-Compete Clause Rule never took effect. A federal court set it aside nationwide in August 2024, and on September 5, 2025 the FTC moved to dismiss its own appeal and accede to that vacatur (the Commission voted 3–1), per the FTC's own press release. The result: there is no federal non-compete ban, and enforceability is entirely a matter of state law. The state patchwork is where the action is, and it is moving fast for healthcare specifically. Per Littler, Colorado (2025) now bans non-competes for healthcare providers including dentists, and Texas, via a law signed June 20, 2025 and effective September 1, 2025, extended its physician non-compete regulation to dentists for the first time; Arkansas and Indiana restrict or near-prohibit physician non-competes.

Here is why non-competes are not just an employment footnote in a sale: the covenant you sign at close interacts directly with the personal-goodwill tax treatment I described earlier. Whether you are bound by a non-compete that assigns your goodwill to the practice entity can determine whether proceeds get taxed as capital gains (personal goodwill) or ordinary income. So the non-compete is simultaneously a state-law enforceability question and a tax question, and the two have to be worked together. That is a conversation for your counsel and your CPA — not a clause to sign on the last day without thinking about what it does to your tax bill.

Frequently asked questions

How much is my dental practice worth in 2026?

Two rules of thumb dominate. Transition CPAs and advisory firms describe general practices selling for roughly 60% to 85% of annual collections. On an earnings basis, adjusted-EBITDA multiples run about 5x to 7x for a single-doctor practice and climb into double digits for multi-location platforms, per advisory bands. Which lens applies depends on your size and your buyer. But every one of those figures is a directional rule, not a valuation. Henry Schein's transition arm explicitly declines to publish a single percentage or multiple, warning these references cannot replace a professional valuation. Your real number turns on your collections, your normalized profit after a fair-market dentist salary, your hygiene department, your lease, and how dependent the practice is on you personally. Get a formal valuation before you anchor on any headline figure.

What EBITDA multiple do dental practices sell for in 2026?

It depends heavily on size, because bigger practices are worth more per dollar of earnings. Per advisory firm bands compiled in 2026, single-doctor and small tuck-in practices trade at roughly 5x to 7x adjusted EBITDA, with the smallest solo tuck-ins in the low-to-mid single digits. Associate-led groups around 1 to 3 million dollars of EBITDA run about 7x to 9x, emerging multi-location platforms about 9x to 11x, and platform-grade groups above 5 million dollars of EBITDA about 10x to 12x or higher. A separate reason a solo owner's multiple looks small: tiny practices are often valued on seller's discretionary earnings at roughly 1.5x to 2.5x, a different earnings base than institutional EBITDA. Treat these as ranges from transition advisors, not fixed law, and confirm with a valuation professional.

What percent of collections does a dental practice sell for?

General dental practices commonly sell for roughly 60% to 85% of annual collections, according to transition CPAs and dental advisory firms. Specialty practices typically command more: transition advisors generally cite general practices around 65% to 85% of collections versus specialty closer to 80% to 100%, with orthodontic practices frequently near 80% against a general practice nearer 70%. This percentage-of-collections method is a fast sanity check, not a valuation. It says nothing about your overhead, your profitability after a market-rate dentist salary, or your lease and staffing risk, all of which a buyer prices. Two practices with identical collections can be worth materially different amounts. Use the percentage as a starting frame and get a formal valuation for the real number.

How long does it take to sell a dental practice?

Plan on roughly six to nine months from the moment you start preparing to close: the active market-to-close process typically runs three to six months for a single-location practice, and pre-market preparation adds months before that. Most of that time is not spent finding a buyer. It is spent recasting financials, running a confidential go-to-market, negotiating a letter of intent, and getting through due diligence. Once you sign an LOI, expect about 60 to 120 days of exclusivity to reach close, with buyer due diligence itself typically running about 90 to 120 days on a dental deal, per dental transition advisors. A straightforward associate sale with financing pre-arranged can move faster; a larger practice with a messy lease, credentialing delays, or aggressive add-backs to defend can run longer. And if you are selling to a DSO, add a post-close employment commitment on top, commonly two to five years, which is separate from the deal timeline.

Is selling a dental practice an asset sale or a stock sale?

Most dental practice sales are structured as asset sales, not stock or entity sales. Buyers prefer asset deals because they get a stepped-up basis in the assets, which means future depreciation and amortization deductions, and because they avoid inheriting the seller entity's unknown or contingent liabilities. Sellers often prefer a stock sale for cleaner capital-gains treatment, which creates a classic tension resolved through how the purchase price is allocated across asset categories. The allocation matters a lot to your tax bill: goodwill is generally taxed at capital-gains rates, while depreciated equipment (Section 1245 property) is recaptured as ordinary income, and a covenant not to compete is also ordinary income. Buyer and seller must file consistent allocations on IRS Form 8594. This is a decision to make with a CPA before you sign, not after.

Can I sell my dental practice to my associate, and how do they finance it?

Yes, and an associate buy-in is often the cleanest path for continuity and confidentiality, because the buyer already knows the patients and the staff already know them. The trade-off is usually price and financing ceiling: an associate rarely outbids a well-capitalized DSO. Most associate purchases are financed with an SBA 7(a) loan, which caps at 5 million dollars, runs terms up to 10 years (up to 25 if real estate is included), and can finance goodwill and intangibles. Because dental is a low-default lending category, 100% financing is commonly available to a buyer with strong credit and a practice with clean books. Rates are typically priced at Prime plus a spread of roughly 1.5% to 2.75%, so the effective rate moves with Prime. Active lenders in the space include Bank of America Practice Solutions, Provide (a Fifth Third company), and Panacea Financial.

How do you keep a dental practice sale confidential while multiple buyers review the financials?

You run the sale as a confidential process against multiple buyers who never see your identity until they have earned it. Market with a blind profile (region, collections band, no practice name), make every buyer accept an NDA before any document loads, and release detailed financials only to buyers you have vetted. Serve documents view-only and watermarked with each viewer's name so a leaked page traces to one person, and revoke access the instant a buyer looks like a competitor. This is exactly what a data room is for, and it is the work I do at Peony, a data room company serving 6,800+ customers. Per-viewer dynamic watermarking sits on the 52-dollar-per-admin-per-month Data Room plan; the 30-dollar Business plan and even the free tier carry NDA gating, link expiry, and revoke. That said, a single associate buyer you already trust needs almost none of this. The depth is in our clinic sale data room guide. Match the tooling to the process.

Who buys dental practices in 2026?

Three buyer types, and which one you sell to changes your price and your terms. First, an individual dentist buying their first or second practice, usually SBA-financed, who often pays a fair price and keeps the practice independent. Second, a dental service organization (DSO), a consolidator that manages the non-clinical side of many practices; DSO affiliation reached 16.1% of U.S. dentists in 2024 per the ADA Health Policy Institute, and more than one in four dentists within ten years of school were DSO-affiliated that year. Third, your own associate, through an internal buy-in. A DSO can pay a higher headline multiple, but much of that price is often rollover equity and earnout rather than guaranteed cash, so a headline DSO offer can net less than a modest individual-buyer offer once the adjustments play out. Evaluate the net, not the headline, and see our DSO offer evaluation guide for a specific offer.

What lowers the value of a dental practice in a sale?

Anything that raises a buyer's risk or lowers the earnings they can count on. Heavy owner-dependence is the biggest lever: if the practice runs on your hands and your relationships, a buyer applies a key-person discount because your departure takes the goodwill with it. High overhead hurts too; national median practice overhead runs around 62% of collections per benchmarking sources, so a practice well above that shows thinner normalized profit. A weak or shrinking hygiene department is a red flag, since hygiene commonly contributes roughly 25% to 33% of production. PPO write-off exposure, provider or referral concentration, a short remaining lease, and messy financials with add-backs you cannot document all pull the multiple down. Most are fixable with lead time, which is why starting valuation work a few years before you exit is the single highest-return move a mid-career owner can make.

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About the author: Sean Yu is the co-founder of Peony, the data room platform used by 6,800+ customers across M&A, fundraising, and diligence workflows — including healthcare operators and practice owners running confidential sales. Before Peony, Sean spent his career on the deal side — M&A at Nomura, early-stage VC at Backed VC, and growth-equity / secondaries at Target Global — running and supporting sell-side and buy-side processes across healthcare, software, and industrials in North America and Europe. He studied Biomedical Engineering at Imperial College London on a full scholarship before dropping out to build companies. Sean is also a co-founder of Gingercontrol, an AI-native trade-compliance platform that raised $2.1M. Contact: sean@peony.ink • LinkedIn.

Sources

• Dental CPA USA — How Much Should You Pay for a Dental Practice (2025)
• Deal Prospectors — Dental Practice Valuation: EBITDA Multiples by Size (2026)
• Auxo Capital Advisors — Dental Practice Valuation Multiples: 2026 Guide
• Dentx — Dental Practice Valuation Multiples (2026)
• Henry Schein DPT — How Much Can I Sell My Dental Practice For?
• Deal Prospectors — DSO Acquisition Offers: What Dentists Get Paid in 2026
• ADA News — HPI: More new dentists affiliated with DSOs (Nov 2025)
• DentistryIQ — Is dentistry really 35% consolidated? Let's check the math (Aug 2026)
• Dykema — DSO M&A Sector Spotlight, 2025 Annual M&A Outlook
• TUSK Practice Sales — Q2 2026 Dental Market Report (PR Newswire)
• Dental Transitions — DSO Dental Practice Transition Timeline (2026)
• Dental Transitions — Dental Practice Sale Multiples: 2026 Valuation Guide
• Dental Practice Insider — Buying or Selling a Dental Practice in 2026
• Dental CPA USA — Tax Consequences of Selling a Dental Practice
• DDS Lawyers — Tax Implications of a Dental Practice Sale
• Lamb McErlane PC — Personal Goodwill in the Sale of a Medical or Dental Practice
• Robert W. Wood — Dentists and Personal Goodwill (Martin Ice Cream)
• FTC — Commission files to accede to vacatur of Non-Compete Clause Rule (Sept 2025)
• Sidley Austin — California SB 351 corporate practice restrictions (Oct 2025)
• Littler — States continue to limit restrictive covenants for healthcare professionals
• Hendershot Cowart P.C. — Dental Support Organizations and the corporate practice of dentistry
• Dental Practice Loan Guide — SBA loans for a dental practice
• Bay Street Lending — SBA loans for dental practice acquisition
• Fifth Third — Fifth Third completes acquisition of Provide (Aug 2021)
• Panacea Financial — Practice solutions
• ZenOne — Dental practice overhead benchmarks
• Dentx — Dental hygiene production benchmarks
• Dental Economics — The successful hygiene department: understanding the numbers
• Veritas Dental Resources — PPO fee negotiations (Sept 2025)

Related resources

• DSO offer evaluation guide — how to read a specific DSO offer: EBITDA recast, cash-versus-rollover-versus-earnout, JV equity, and the red flags
• Clinic sale data room guide — the confidential-sale playbook: blind profile, NDA gate, staged reveal, and buyer-triage analytics
• Healthcare data room guide — the healthcare hub: what a healthcare data room is and which platforms publish a BAA
• Best healthcare M&A advisors — how to choose the advisor or broker who runs your sale
• Quality of earnings — what a buyer's QoE review actually tests, and why undocumented add-backs get struck
• Sell-side due diligence — preparing your own house before a buyer's diligence starts
• M&A valuation methods — the general valuation frameworks behind the dental-specific rules of thumb