We Help Owners Sell Their Practice and Maximize Value.

If you are like many of those past clients, you may be questioning if you’re with the right company, if it’s the best deal? Did you know there are more than 2,500 DSOs in the US right now? Every DSO is different, they may have different bells and whistles and/or create different values. It’s often difficult to really know with whom you are going into partnership with until you get into the nitty gritty of the deal. We specialize in matching you with the right partner to maximize your earning potential as well as create the right culture match for your team. The vast majority of clients have come to us with offers in hand and many times we are able to massively increase the enterprise value. Not to mention the majority of these deals have a large equity component where the equity is forecast to be worth more than the enterprise value today. Examples of real world offers: Collections of practice $3.2M, Initial offer $3.3M Closed at $4.4M Collections of practice $3.2M, Initial offer $6M Closed at $10.5M Collections of practice $6.3M, Initial offer $7.5M Closed at $14M Collections of practice $9M, Initial offer $16M Closed 2023 for $29M

What? Why? Many typical companies do valuations just to charge for valuations. Many advisors charge anywhere from $2,500 to $10,000 to do a practice evaluation. This document is anywhere from twenty to fifty pages of valuation explanation jargon and myriad analysis that is somewhat unnecessary to what a dentist is actually looking for. What the selling dentist really needs is a market assessment or market cash flow assessment. Many advisors see these evaluations as loss leaders to start the relationship and get their hooks in you for a low point of entry into the relationship so they can sell your practice later or get a buyer spiff. Typically the advisor/dentist relationship goes like this: 1. Advisor asks dentist for financials • Note, many advisors historically have built out their pricing structure using 90% of collections • That’s mainly because banks would usually lend up to 90% of collections • We’ve taken bank money out of this and now we’re looking at private equity money, it’s really changed the game of what valuations could be • The ordinary average advisor does not know how to do these types of transactions 2. Advisor delivers raw data to the prospective buyer private equity backed company 3. Prospective buyer does an internal analysis in order to determine their offer. 4. Advisors try to use “competing” offers to leverage other offers. At JW Advisory, we understand every financial analysis is similar, but there are important differences to note. We provide a customized analysis with fidelity. Therefore, when we go to the negotiating table to ask for a particular price, we know it’s substantiated and we can back that up. Our analysis helps us: • Tell the right number story and show the amount of profitability that we have found. • Prepare our offer based on a cash flow EBITDA multiple and do a deep dive into cash flow analysis. For example, we’ll go into your general ledgers to look for transactions that don’t reflect the true profitability of your practice. • We then use a market assessment or market cash flow assessment to determine what the practice will sell for on the open market to ensure potential buyers are analyzing on an equal playing field. There are two different cash flow assessments we can procure and the values are different for each: 1. Dentist to Dentist sale 2. Dentist to DSO/Private Equity sale This process for your practice will determine the highest profitability which typically means a higher and more accurate evaluation than you would have with another advisor. Also important to note, if you just turn over your P&L directly to a DSO/Private Equity group for them to do an internal analysis of your practice’s profitability, they’re not going to try that hard to find the profitability and add backs because it takes a lot of digging to find out what true profitability is. Keep in mind when they find the true profitability, then the price has to be paid on that profitability that they found.

As former bankers, we hold confidentiality with utmost importance. We don’t want the risk of anybody “stumbling” on your practice for sale. Did you know that many advisors out there will use your listing as their own marketing? For example, they will do email blasts advertising that they have your listing or they put your listing on their website. There’s nothing wrong with this approach per se, so long as they’re using general details about your practice. We just feel when you start saying 2 location orthodontic practice in Nashville, Tennessee, or 40 location group in Chicago, IL, it narrows the identity pretty quickly. We also feel sending this out to the masses is a pretty big waste of our time to find the BEST fit for you. We’d rather use our time wisely rather than try and use this carrot to “show off” what we’re doing. This is not strategic and it prevents you from getting the best possible offer for your practice. When we work with our clients: 1. We begin with an in-depth analysis and conversation with you. Our goal is to truly get to know you and together we build a checklist of what you want and what you don’t want from a practice transition partner. 2. We then develop an intentional and personal outreach plan based on our deep industry connections and knowledge of the demographics of potential buyers. 3. Our goal is to use a competitive marketplace to marry the best cultural and financial fit for you. We are proud of our outstanding reputation in the marketplace and most buyers will want to do right by us so that they can see the next deal. We use this to YOUR advantage. 4. To that end, we do not believe in a shotgun approach. We start with personal outreach via phone and or email to the people that we know will be interested. Curious about some of those items on many of our clients’ checklists? Here are a few: • Length of time the doctor stays on • Great culture match for your team • Ensuring your new partner retains your team • Excellence in the recruitment of new staff and onboarding • Marketing expertise • HR expertise • Implant sales expertise The relationships we have cultivated in the marketplace extend beyond knowing sellers. We have built deep connections with CPAs and attorneys which means a smoother process for you. When CPAs see us, they know that our analysis is accurate. When we work with different attorneys, they know that they can’t pull a fast one on us because we actually look at the documents.

Our extensive background in banking and finance uniquely positions us to help you set up your legacy for generations to come. Sweat and tears. We get it. You have given your life to building a practice and you want to leave a legacy. Our unique edge is that we don’t just think in terms of transactions (although we can if that’s your end game) we want to set you up for a long-term financial plan which means more money for you and your family for years to come. For example you could choose one of the scenarios below. This is a real client example. Scenario 1 – Stay working in your practice: You could work in your $6 million practice for the next 21 years and earn $2 million per year for a total of $42 million. Scenario 2 – Sell now with a large equity rollover: You could structure the new partnership to earn $10 million in cash and $4 million in equity. The equity alone will see four times the return on invested capital every five years. Meaning over the course of 20 years your practice could potentially see $100M+ in equity in addition to the $10 million up front that could be invested over those 20 years. Additionally, our firm has handled transactions ranging from $150,000 to $30 million and we are proud to say that we have had zero “retrades.” For those new to brokerage terms, a “retrade” refers to any unanticipated adverse modification to the “previously agreed to terms and conditions” of a transaction, most frequently in the purchase price. These retrades typically happen after the buyer hires a 3rd party company to perform a financial due diligence. We pride ourselves in being as accurate as possible to set the right expectations and leverage on the front end.