Selling a veterinary practice to a corporate or private equity buyer

This guide is general information about how corporate and private equity purchases of veterinary practices are put together, not legal, tax or financial advice. Non-compete and ownership rules differ by state and change often, so confirm how they apply to your sale with a veterinary transaction attorney in your state and your CPA. VetFirm Sales is not one of the buyers described here and does not buy practices.

Who is buying veterinary practices?

Corporate groups owned by large companies or private equity investors, and individual veterinarians, including associates. In the AVMA's 2022 report on the economic state of the profession, 35% of veterinarians who did not own a practice, and 36% of associates, said they wanted to buy or co-own one. The guide to selling to an associate or another veterinarian covers those buyers.

Large corporate groups are on the public record, in their own releases, websites and SEC filings and in FTC documents, which are the only sources this guide names them from. Mars, Incorporated agreed on January 9, 2017 to buy VCA Inc. for about $9.1 billion including $1.4 billion of VCA's debt, according to the companies' joint announcement, when VCA had nearly 800 animal hospitals and 60 diagnostic laboratories in the U.S. and Canada. In 2022 the FTC described JAB Consumer Partners, which it called a private equity firm, as the parent of National Veterinary Associates and Compassion-First Pet Hospitals.

Do not add the Mars brands together: Banfield's and VCA's counts include hospitals outside the U.S. PetVet's two counts are two company statements nearly nine years apart, and its “locations” may include more than general practices.

Not every corporate buyer is large. Inspire Veterinary Partners, a small group that filed reports with the SEC until it filed to end its registration in May 2026, disclosed transaction values from $500,000 to about $3.11 million for the 14 hospitals it bought from January 2021 through November 2023; the five whose values included no real estate ranged from $500,000 to $1,505,000. They were mostly small animal general practices, with some mixed-animal and equine care, and they are one buyer's deals, not a market survey.

Are corporations still buying veterinary practices?

Yes, though fewer and at lower values than at the 2021 peak, by one consultant's account. Brakke Consulting senior consultant John Volk told the VMX 2026 conference that the volume and valuation of practice acquisitions have declined as higher interest rates make debt-funded deals more expensive and pressure margins among corporate groups, according to AVMA News. “The big practices are still attractive,” he said. “That's where consolidators can make the numbers work.”

Gross revenue and doctor count shape which buyers look, by two advisory firms' accounts. Simmons & Associates wrote in mid-2024 that the ideal corporate target grosses over $1.5 million, has at least three full-time-equivalent (FTE) veterinarians and is in a desirable suburban area. Mandelbaum Barrett's 2024 presentation put the average corporate target at three or more doctors grossing $1.5 million or more, and said the rise in corporate partnerships has increased corporate interest in one- and two-doctor practices grossing over $1 million.

Emergency and specialty hospitals draw more corporate interest, by Mandelbaum Barrett's account: its presentation said practices with specialty services or emergency care have higher demand. In a 2018 estimate reported by JAVMA News, a Brakke Consulting analyst put corporate ownership at 40 to 50 percent of referral practices, against about 10 percent of general companion animal practices. The guide to selling an emergency or specialty hospital covers those sales.

Equine practices follow their own pattern. Equine practice consultant Amy L. Grice, VMD, MBA, wrote in EquiManagement in January 2026 that most large equine referral practices are now owned by global corporations, while selling to an associate is still the most common path for small equine practices. At the 2022 AAEP Convention, Dr. Andrew Clark listed risk factors that lower an equine practice's value to corporate buyers, including client loyalty to the owner rather than the practice, no identified successor veterinarian, poor financial policies and high accounts receivable, and inadequate inventory management, as EquiManagement reported. If you run an equine ambulatory practice, be ready to show a buyer which clients would stay if another veterinarian made the farm calls.

What is a corporate veterinary practice?

One owned or managed by a company with many hospitals, which is not the same as a practice organized as a corporation. In Census Bureau data reported by the AVMA, an owner-run practice set up as an S corporation counts as a corporation, so the share of practices filed as corporations says nothing about consolidation. The AVMA put large consolidators and national group practices at less than 25% of U.S. veterinary practices in late 2020.

Where a state limits who may own a practice, a corporate group may manage it instead of owning it. VCA's 2016 annual report said certain states required veterinary practices to be owned by licensed veterinarians, and that at the end of 2016 VCA provided management and administrative services under management agreements to 228 animal hospitals in 16 such states, rather than owning those practices. Texas, for one, says an entity not owned only by Texas-licensed veterinarians may not engage in veterinary medicine (Occupations Code 801.506). If your buyer will manage rather than own, ask who will own the practice entity after closing; the guide to who can own a veterinary practice covers the state rules.

What is in a corporate offer for a veterinary practice?

Cash at closing, plus pieces paid later, paid in stock, or held back against problems found after closing. Tanella and Funnell list cash, equity stakes, promissory notes and earn-outs. AAHA's Trends magazine reported in July 2024 that EBITDA multiples in the high teens were gone and that sellers should expect less cash up front and more complex, structured deals.

Public filings show the pieces in dollars. In its 2016 annual report, VCA said that of the $373.0 million in total consideration for the independent animal hospitals and laboratories it bought that year, a figure that leaves out its purchase of an 80% interest in the 56-hospital CAPNA chain, $9.5 million was holdbacks and $7.3 million was earn-outs. Those are totals across many deals ten years ago, not the split in any one sale.

A smaller buyer's filing shows one deal. Inspire Veterinary Partners' 10-K for 2023 describes its November 2023 purchase of Valley Veterinary Service, a hospital in Rostraver Township, Pennsylvania:

For a Florida practice Inspire bought in January 2022 for $1,014,000, part of the financing was a $164,000 convertible note to the sellers at 6% a year, due on or before September 9, 2027.

Because each piece is paid on its own terms, put every offer into dollars before you compare it with another: the amount at closing, then each other piece with its own conditions and date. Offers from individual veterinarians are built differently. A buyer using an SBA 7(a) loan cannot pay you an earn-out under SBA SOP 50 10 8.1, effective October 1, 2026.

What is rollover equity in a veterinary practice sale?

Part of your price taken as ownership instead of cash, either in the buyer's group or in your own practice alongside the buyer. Mandelbaum Barrett's 2024 presentation said corporate buyers typically require the seller to take a percentage of the sale price in rollover equity, and Simmons wrote in mid-2024 that it is also common for part of the price to be paid in stock of the parent company or retained ownership. In the joint-venture form AAHA's Trends described, the consolidator buys more than 51% but less than 90% of the practice, and you stay a minority owner who can share in profits and be bought out in full later.

Equity pays you when it can be sold, and that usually depends on the group. AAHA's Trends reported that potential equity gains are more likely if and when the private equity group later recapitalizes. Ownership changes at the top of the large groups are on the public record: KKR agreed in December 2017 to acquire PetVet Care Centers from Ontario Teachers' Pension Plan, L Catterton and other shareholders; Ares Management and OMERS agreed in June 2019 to sell NVA to JAB Investors; and TSG Consumer Partners bought a majority stake in Pathway Vet Alliance from Morgan Stanley Capital Partners in April 2020. None of those releases disclosed the price, and the minority stakes the NVA and Pathway releases said were kept belonged to management, not to selling practice owners.

Stock in the buyer carries the buyer's risk. Inspire paid $400,000 of its price for the Pennsylvania hospital in restricted stock; the same 10-K raised substantial doubt about Inspire's ability to continue as a going concern, and in May 2026 it filed to end its SEC registration and reporting.

Before you accept equity, get these in writing:

• Which company issues it, what class it is, and what it is said to be worth today and by whom.
• When and how you can sell it, and whether only a sale or recapitalization of the group lets you.
• What happens to it if your employment ends, by your choice or the buyer's.
• How much debt the group carries ahead of it.

How long will you keep practicing after a corporate sale?

Usually at least two years, by Simmons' account: it wrote in mid-2024 that corporate buyers expect the selling doctor to stay at least two years and that most want three or more. Unless the offer contemplates your immediate retirement, Tanella and Funnell wrote, the buyer will most likely require an employment agreement detailing how long you will stay after closing and how many clinical hours you will work. Mandelbaum Barrett's presentation told sellers to expect long-term employment agreements for the seller and the associates.

Part of the price can ride on it. AAHA's Trends described earn-outs, parent-company stock and joint ventures as enticements consolidators offer to keep sellers working in the practice. In Inspire's Pennsylvania purchase, the $200,000 holdback may be paid at the end of two years based on the two selling veterinarians' continued employment and revenue targets.

Much of the management can move out of the building. The AVMA notes that, depending on the company, management functions at a corporate practice such as human resources, marketing and communications are usually run outside the practice. VCA told investors in 2017 that it believed one reason the industry was consolidating was that veterinarians want to focus on practicing medicine rather than spending large portions of their time on administration. Mission Pet Health tells prospective sellers it will not change a partner hospital's name or brand; that is a statement on its website, so if the name matters to you, put it in the agreement.

Your associates and staff are part of what is being bought. Simmons appraisers say a multi-doctor practice whose associates stay after the sale is worth more than a solo practice whose seller leaves on the day of the sale. AmeriVet, a veterinary group that acquires practices, says on its website that closing conditions can include staff committing in writing to stay with your clinic for a certain period. If you plan to stop practicing at closing, say so at the start, since how long you stay shapes how the offer is built.

What non-compete will a corporate buyer ask you to sign?

One in your employment agreement, and possibly a second tied to the sale itself, so read both. Tanella and Funnell wrote that most employment agreements involving a corporate buyer contain a non-compete clause that prevents you from competing with your former practice.

The FTC's nationwide non-compete rule is not in effect. A federal district court stopped its enforcement on August 20, 2024, the Commission voted 3-1 on September 5, 2025 to dismiss its appeals and accede to the vacatur, and the FTC removed the rule from the Code of Federal Regulations effective February 12, 2026. State law governs the covenant in your sale, and the FTC still acts case by case: it finalized an order in November 2025 requiring Gateway Services, which it called the largest pet cremation business in the U.S., to stop enforcing non-competes against its employees. That order covers employees, not a seller's covenant in a practice sale.

A covenant tied to a sale can outlast your employment. In a December 2023 unpublished decision, a California Court of Appeal affirmed a preliminary injunction barring a veterinarian from practicing at a facility next door to the clinic she had sold to a national veterinary hospital company, because her non-compete was tied directly to the sale. Her covenant covered companion animal practice within 20 miles and ran until the later of five years after the agreement date or five years after her last day employed at the clinic; she and her husband sold their partnership interest in 2014, and she left in March 2022. The opinion cannot be cited as precedent in California courts and decided only a preliminary injunction, but it shows a covenant whose clock did not start until she stopped working there.

In California, rollover equity can complicate the sale exception. One branch of section 16601 covers an owner who sells all of his or her ownership interest; a seller who keeps or rolls over part of the equity, or signs a separate post-sale employment non-compete, raises questions the statute does not answer.

Have counsel in your state review each covenant before you sign the letter of intent; the questions to ask are in the list at the end of this guide.

How have corporate multiples changed since the 2021 peak?

They have come down, by the accounts of the advisors who date their figures. Brakke's John Volk called 2021 the high-water mark for practice consolidation, when values in some cases reached the equivalent of 18 to 20 times earnings, and said that is not happening now. Attorneys at Mandelbaum Barrett wrote in December 2023 that consolidators stopped offering 18 to 20 times EBITDA as interest rates rose in 2022. The newest dated ranges among this guide's sources, both from mid-2024, put corporate multiples at 7 to 12 times EBITDA (Mandelbaum Barrett) and above 8 times adjusted profit, as high as 13 or 14 times (Simmons).

Read three things before you apply any of them. A multiple describes the headline price, not the cash at closing, since part of a corporate price is commonly paid later or in stock. Corporate buyers compute their own adjusted profit, and Simmons appraisers say consolidators price practices on investment value rather than fair market value. And Mandelbaum Barrett's multiples apply to EBITDA after a fair salary for your clinical work and fair rent: its deck corrects for owner and doctor salaries at 20% of production and market rent at 8% to 10% of building value.

Equine figures are older and come from the peak. At an AAEP convention presentation summarized in EquiManagement in January 2022, consultant Mike Pownall, DVM, MBA, said equine practices historically sold for about 4 to 5 times EBITDA but corporate aggregators were buying at about 10 to 15 times. That reflects 2020 and 2021, not today. For SDE multiples, asking prices and the private-buyer side, see how much a veterinary practice is worth.

What happens to your building and lease in a corporate sale?

If you own it, a corporate buyer is more likely to lease it from you than to buy it, by two advisory firms' accounts. Mandelbaum Barrett's 2024 presentation said most corporate buyers do not buy the real estate and require a fair-market lease, confirmed by a rent appraisal, whose rent is deducted from EBITDA. Simmons says corporate investors typically do not purchase real estate, though there are other buyers who will. Some do: Inspire bought the land and building of the Pennsylvania hospital separately for $590,000.

Many owners already hold the building in a separate entity. Among owners who answered the AVMA's 2024 Veterinary Practice Owners Survey, 54.9% held the practice in one legal entity and the land and buildings in another, 24.7% owned the practice but not the land and building, and 19.3% held all three in one entity.

The rent you set moves the price of the practice. Because rent is deducted in figuring EBITDA, each extra dollar of rent is a dollar less of EBITDA, and the buyer applies its multiple to what is left. Simmons' Doyle Watson puts a fair-market return at about 7% to 10% of the property's value under a triple-net, arm's-length lease, and warns that when the real estate's value approaches or exceeds the practice's revenue, rent begins to eat into earnings, as he wrote in an April 2024 article.

In the example, $20,000 more rent a year costs $200,000 of practice price, while the rent keeps coming to you as landlord for as long as the lease runs. Weigh the two with your CPA, and set the rent from an appraisal rather than to raise either number.

Keeping the building can be part of a corporate deal. When Heartland Veterinary Partners acquired Family Vet Group, a multi-site group, in July 2022, the sellers' family ownership group kept the practices' real estate and agreed to act as a real estate partner for Heartland, according to the announcement. Its lease terms were not disclosed. If you rent from someone else, AmeriVet says closing can require working with your landlord to make sure the lease is up to date.

What did the FTC require in veterinary acquisitions?

In the four veterinary deals below, from 2017 to 2022, the FTC required the buyer to sell specialty and emergency clinics in local markets and put conditions on its later purchases of such clinics. Each was a consent settlement of FTC charges, not a court finding, and none of the remedies covered general practices.

Both 2022 orders also require JAB, for 10 years, to notify the FTC in writing 30 days before buying any specialty or emergency clinic within 25 miles of a JAB-owned clinic anywhere in the U.S., when the deal is not otherwise reportable under the Hart-Scott-Rodino Act. The FTC finalized the SAGE order in August 2022 and the Ethos order in October 2022. The notice terms have mattered at least once: the FTC reported in 2022 that NVA filed a notice under its 2020 order for a later acquisition and abandoned it after FTC staff raised competition concerns, without naming the practice.

Specialists are at the center of these orders. The FTC's Mars complaint said timely new entry was unlikely to offset the harm, partly because opening a specialty or emergency clinic means recruiting specialist veterinarians with considerably greater training than general practice veterinarians. The Mars and JAB/SAGE orders required financial incentives for key employees to stay at the clinics being sold, which under the SAGE order may include guaranteed retention bonuses for specialty veterinarians.

The Mars order also barred Mars for a year from contracting with specialty or emergency veterinarians affiliated with the divested clinics, and the FTC changed the final order in December 2017 so on-call or relief veterinarians could keep working at both Mars clinics and the divested ones. That one-year bar was a merger remedy, not a non-compete on veterinarians. The Ethos order further requires the clinics' new owners to get FTC approval for 10 years before transferring them, except in a sale of all or substantially all of the new owner's business, and the FTC's complaint alleged that JAB regularly monitors local markets in contemplation of small and large acquisitions of specialty and emergency clinics.

For a general practice, none of these orders applies. If you own a specialty or emergency hospital within 25 miles of a JAB clinic, a sale to JAB can carry an FTC notice or approval step, so ask the buyer's counsel early how it fits the timeline. The FTC's veterinarians page listed no veterinary clinic merger order after October 2022 when it was checked on October 27, 2026.

Should you talk to one corporate buyer or several?

Decide before any buyer sees your numbers, because the exclusivity clause in the first letter of intent you sign can end the choice. Tanella and Funnell wrote in December 2023 that sellers to consolidators typically sign a nonbinding letter of intent whose only potentially binding term is often an exclusivity period, which mainly benefits the consolidator and keeps you from seeking another buyer. AmeriVet says an LOI is not an official contract but will require you not to discuss the terms with anyone else.

Approaching one buyer directly means one non-disclosure agreement, one set of questions and that buyer's timetable. Mission Pet Health tells prospective sellers to sign a non-disclosure agreement and send financial information, says it typically provides a hospital valuation within 30 to 45 days once it has everything, and says closing typically takes 90 to 120 days. AmeriVet puts a sale to a consolidator at six to eight months or more, including three to four months getting to know the buyer, and on average three to four months from letter of intent to closing. Those are each buyer's own descriptions, not guarantees.

Talking to several at once lets you compare offers piece by piece before you grant exclusivity, at the cost of more people seeing your numbers and more of your time. At least one buyer has said competition costs it: VCA warned investors in its 2016 annual report that competition from national and regional multi-clinic companies to buy animal hospitals may cause it to increase what it pays and complete fewer acquisitions. That was a risk disclosure, not evidence of what any practice received.

Either way, the deal is not done until closing. Tanella and Funnell wrote in December 2023 that many consolidator sales are a simultaneous sign-and-close, so a binding agreement typically is not signed until closing day. By their estimate about 95% of consolidator sales had closed without an issue in the years before, but more buyers were walking away late in deals, and they recommend negotiating a breakup fee. Due diligence comes between the letter of intent and closing. The same attorneys wrote in 2024 that a consolidator's due diligence typically involves a quality-of-earnings analysis by the buyer's accountants and requests for financial statements, cash-flow breakdowns, revenue and expense detail, receivables, payables and inventory reports and tax returns, plus licenses, permits, contracts, insurance policies and benefit plans. The veterinary practice due diligence checklist lists what to have ready.

What should you ask before you sign a letter of intent?

Get these answered in writing while you can still talk to other buyers.

• Who buys what. Assets or the shares of your practice entity, which entity buys, and, in a state that limits ownership, who will own the practice and who will manage it.
• Cash at closing, in dollars. Then each other piece (holdback, earn-out, note, stock, rollover equity) as its own dollar figure with its own conditions and date.
• How an earn-out or holdback is measured. Revenue, EBITDA or another figure; before or after any management fee; over what period; and who sets fees, staffing, associate hiring and hours while it runs.
• What happens if your employment ends. Whether unpaid holdback, earn-out and equity survive if the buyer ends your employment or you leave.
• The employment agreement. Years, clinical days and hours, emergency and on-call duty, pay, benefits and relief coverage.
• The non-competes. Radius, length, when each clock starts, and which of the buyer's hospitals each covers.
• The building. Whether the buyer will buy it; if not, the rent, term and renewal options, and the rent appraisal behind them.
• Your team. Which associate and staff agreements the buyer wants signed before closing, and any retention pay.
• Receivables. Attorney Peter H. Tanella wrote in 2021 that the most common approaches are that you keep them and the buyer collects them as a courtesy or for a fee, you collect and keep them, or the buyer pays a negotiated amount and collects them after closing. This matters most for equine, large-animal and mixed practices that bill clients.
• Exclusivity. How long it runs, and whether there is a breakup fee if the buyer walks away late.
• Permits and registrations. Who handles each one. A DEA registration cannot be assigned or transferred to a buyer without DEA's written consent, and in California a premises registration is nontransferable and the Veterinary Medical Board must be told within 30 days of a change of owner.
• FTC review. For a specialty or emergency hospital, whether the buyer is under an FTC order that requires notice or approval.
• Tax. How the price is split among equipment, goodwill, the non-compete and your employment. In an asset sale both sides generally file IRS Form 8594, and its Line 6 asks whether the buyer also entered into a non-compete, employment or similar agreement with you. Ask your CPA before you agree to the split.

Have a veterinary transaction attorney and your CPA review the letter of intent before you sign it. How to sell a veterinary practice covers the whole sequence, and how much a veterinary practice is worth covers private-buyer prices. To see what your practice could sell for, request a free, confidential valuation. VetFirm Sales does not buy practices; requesting a valuation does not list your practice, and what you send is not shared with a corporate group or another veterinarian without your permission.

Sources

All sources accessed October 27, 2026.

1. Today's Veterinary Business, Legal Lingo: Navigating a Corporate Takeover, May 21, 2024
2. Mandelbaum Barrett PC, Peter Tanella, Mandelbaum Barrett PC: presentation slides ('Current Trends in the Market – 2024'), hosted by GeniusVets
3. Simmons & Associates, Four Methods to Sell Your Veterinary Practice, Published June 27, 2024
4. American Veterinary Medical Association, 2022 AVMA Report on the Economic State of the Veterinary Profession, October 2022
5. VCA Inc. / Mars, Mars, Incorporated to Acquire VCA Inc. (VCA Form 8-K, Exhibit 99.1), January 9, 2017
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