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Practice Purchases, Sales, and Partnership Agreements
Buying or selling an optometry practice, especially selling to Private Equity, or forming a partnership or corporation, can be a complicated transaction. Most post-sale lawsuits arise due to poorly drafted transaction documents. In particular, buyers and sellers that rely on an escrow company's "standard" documents, or those of a practice broker, can easily end up in post-transaction disputes because of poorly written or incomplete agreements. Similarly, "partners" (whether in a true partnership, or shareholders of a corporation) that don't consult an attorney to draft a thorough partnership or shareholder's agreement are at significant risk of problems down the road.
Sales to private equity buyers are particualrly complicated and require an experienced attorney for a couple of reasons. First, unlike sales to a fellow OD, private equity itself cannot buy or own your practice. The transaction thus necessarily involves multiple steps and "sub-transactions" in order to comply with the laws against the corporate practice of optometry. Second, buyers are often permitted, or required, to acquire an equity interest in the buyer. Finally, the sales usually involve structured payments over time where the seller must meet specific criteria to "earn" portions of the sale price. Dr. Steinberg has the experience to help you navigate these complicated transactions.
Dr. Steinberg handles dozens of practice buy and sell transactions and partnerships each year, including sales to private equity companies like AEG, My Eye Doctor (MED), and others. Whether you are a Buyer or Seller, Dr. Steinberg can guide you through the process and ensure that your interests are protected and that all aspects of the transaction are properly addressed.
Services related to these kinds of common transactions usually include drafting or reviewing practice purchase agreements, promissory notes, security agreements, related employment and non-compete agreements, incorporation, shareholder agreements, and lease reviews. But, more than anything else, using an attorney experienced in the buying and selling of optometry practices and the forming of optometric partnerships ensures that you'll be able to sleep at night knowing that the documents upon which you are relying have been professionally prepared.