Structuring the Acquisition of a Regional Veterinary Practice Using SBA 7(a), Associate Vet Retention Plans, and Facility Optimization for Expansion

Regional Veterinary Practice

August 18, 20256 min read

This acquisition opportunity involves a regional veterinary clinic located in a suburban setting with strong population growth, a high concentration of pet-owning households, and limited direct competition within a 15-mile radius. The practice offers full-service veterinary care including wellness exams, diagnostics, surgery, dental care, and limited boarding. With approximately $2.9 million in annual revenue and $585,000 in adjusted EBITDA, the practice is a high-margin, owner-operated business with a strong foundation for scalability. The facility is 5,800 square feet, features four exam rooms, an in-house laboratory, a small surgical suite, and space for administrative and customer service personnel. Equipment includes a digital X-ray machine, IDEXX in-house lab systems, anesthesia monitoring devices, and a dental station.

This type of veterinary practice represents a stable, recession-resistant investment with a combination of repeat customer visits and transactional add-ons. The ideal acquisition strategy must take into account licensing issues, associate veterinarian retention, client churn risk, the valuation of goodwill vs. tangible assets, and potential for capacity expansion. Due to the regulated nature of the services and state-level licensing for veterinary medicine, structuring the deal appropriately is paramount to ensure uninterrupted operation and eligibility for SBA funding.

A recommended structure using the SBA 7(a) program could resemble the following:

  • Purchase Price: $2.3 million (3.93x EBITDA)

  • SBA Loan: $1,725,000 (75%)

  • Buyer Equity Injection: $230,000 (10%)

  • Seller Financing (Subordinated): $345,000 (15%) amortized over 5 years, subject to revenue retention clauses

Given the highly licensed nature of veterinary services, if the buyer is not a licensed Doctor of Veterinary Medicine (DVM), they must either partner with or hire a DVM to meet regulatory requirements and satisfy state ownership laws. In many states, non-DVMs cannot own veterinary practices directly, or must structure ownership through a management services organization (MSO) that contracts with a licensed veterinarian-owned professional entity (PLLC). This structure should be discussed with healthcare legal counsel familiar with corporate practice of veterinary medicine (CPVM) doctrine in the state.

If the buyer is a licensed veterinarian, the acquisition process is more straightforward, but still requires planning for a transition of relationships and operational responsibilities. The selling veterinarian is currently the primary revenue generator, performing an average of 20–22 appointments per day, with 2 associate vets providing an additional 40% of clinic throughput. These associates are critical to business continuity and retention. The buyer should secure pre-closing signed agreements with each associate vet, providing stay bonuses and clearly defined compensation structures that include productivity incentives and continuing education support.

The buyer should also consider incorporating the following key protections into the deal:

  1. Revenue-Based Seller Note Reduction Clause: If trailing 6-month revenue post-close falls more than 15% below the trailing 12-month average, the seller note principal balance is reduced proportionally, protecting the buyer from client or staff churn.

  2. Non-Compete & Non-Solicit Provisions: The selling DVM must agree to a 3–5 year non-compete within a defined geographic radius (e.g., 20–30 miles), and refrain from soliciting clients or staff for any other clinic or mobile practice.

  3. Client Transition Protocol: The seller should introduce the buyer (or new lead DVM) during appointments in the 60 days leading up to closing, and commit to remaining part-time for a limited window (e.g., 60–120 days) post-close to reassure clients.

Client base consists of over 4,700 unique households with 8,900 active pets in the CRM system. Approximately 38% of clients have visited the clinic more than twice in the past 18 months. The average transaction value per visit is $216, with higher average spend during dental months (February, August) and for wellness plan subscribers. The practice also generates income from diagnostic tests, surgical procedures, vaccinations, flea/tick preventatives, and prescription refills.

Recurring revenue is partially supported by wellness plans a subscription-based offering that includes 2–3 visits per year, vaccinations, basic diagnostics, and discounted services. The current wellness plan enrollment is 620 pets (~7% of the total active base), which represents a major growth lever for a new owner. A goal to increase plan penetration to 15–20% could drive substantial improvements in LTV and revenue predictability.

The facility is leased from an unrelated third party. Monthly rent is $7,400 NNN, with 3 years remaining on the lease and two 5-year renewal options. The buyer must review the lease for assignability and confirm that the facility complies with all local zoning, waste disposal, and OSHA standards applicable to medical facilities. There is room for expansion by converting unused administrative space into a fifth exam room and converting the underutilized rear storage area into an additional surgical suite or boarding facility.

The practice uses AVImark for patient scheduling, recordkeeping, and billing. The system integrates with diagnostic equipment and is cloud-accessible. Staff includes 2 full-time associate veterinarians, 4 licensed vet techs, 3 vet assistants, and 3 client service representatives. Each DVM is supported by at least one tech per shift, allowing for high efficiency in exam throughput. Average vet tech tenure is 3.1 years. The buyer should introduce a bonus system tied to monthly gross revenue targets or per-DVM productivity to align staff incentives with clinic performance.

Marketing to date has been modest, consisting primarily of Google Ads and referrals. Online reviews are strong (4.7 stars on Google, 4.8 on Yelp).

The buyer can increase new client acquisition and average spend by implementing:

  1. Social Media Education Campaigns: Video content on preventive care, dental hygiene, parasite control, and nutrition, aimed at educating and upselling existing clients.

  2. Referral Program: Offering $25 credit for both the referring and referred client, which has been effective in peer clinics.

  3. Reactivation Campaigns: Use of postcards or texts to reach lapsed clients with a “return to care” offer or a waived exam fee for overdue checkups.

  4. Community Engagement: Sponsoring local animal shelters, adoption events, or neighborhood pet fairs to raise visibility.

Financial systems are straightforward. The practice maintains cash accounting with QuickBooks, processes credit card payments via integrated terminals, and does not offer in-house financing (but does accept third-party financing through CareCredit). The buyer may wish to explore offering installment plans for wellness plans or large procedures, which could increase acceptance rates for high-ticket treatment recommendations.

Working capital at close should include an estimated $60,000 for inventory (vaccines, medications, surgical supplies), at least one month’s payroll buffer ($55,000), and $15,000 for immediate CapEx on needed equipment upgrades (e.g., new ultrasound or anesthesia machine).

Legal due diligence must confirm:

  • All current DVM licenses are in good standing

  • DEA registration for controlled substances is active and transferrable or replaceable

  • Liability insurance, malpractice coverage, and OSHA compliance are up to date

  • No known disciplinary actions or open regulatory complaints with the state veterinary board

  • Business is HIPAA-compliant for any client communications involving sensitive data

Buyers should also review DEA logbooks, rabies vaccination logs, and controlled substance inventory management procedures to ensure regulatory compliance. Any history of expired inventory, improper disposal, or missing logs could indicate risk and must be addressed.

This opportunity is particularly attractive for:

  • Licensed veterinarians seeking to own and operate their first practice with support from SBA financing

  • Private equity-backed veterinary groups acquiring regional clinics for consolidation

  • Healthcare operators familiar with regulated services and professional license management

Key levers to unlock value post-acquisition include expanding wellness plan enrollment, adding another DVM to increase capacity, extending clinic hours (currently closed Sundays and only half-day Saturdays), and improving operational efficiency through better room utilization and productivity benchmarking.

If structured properly with licensing compliance, staff retention measures, revenue continuity protections, and a clear growth playbook, this veterinary practice provides a defensible, cash-flowing business with upside in capacity expansion, preventive care conversion, and service diversification. With a median pet ownership rate of over 65% in the service area and a veterinary service demand growing annually, this represents not just a standalone business, but a platform asset for further regional acquisition or de novo expansion.

Co-Founder and COO of Eagle Dawn Capital

Danny Carlson

Co-Founder and COO of Eagle Dawn Capital

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