10/20/2026
Two DSO letters land on your desk. The bigger multiple might pay you less.
Here is an example. Offer A is 8x EBITDA with 40% paid as an earnout. Offer B is 7x with 20% in an earnout.
That earnout only pays if your practice hits production targets after the sale. The DSO sets the targets, controls supplies and staffing, and can change your hygiene schedule.
So count the part that does not depend on targets. 8 x 60% is 4.8x. 7 x 80% is 5.6x. The smaller offer puts more on solid ground.
Then read your employment agreement. If they can let you go without cause and the rest of the earnout disappears, that money was never really yours.
Hypothetical figures, for illustration only.
Doctor, which number in your letter is guaranteed?
