Deferred / contingent component
$0 expected PVSeller-side transaction control
Compare what the seller receives, earns, retains, risks, controls, and still owes.
Use fictional or coded aggregate inputs only. The workbench does not rank buyers, value a practice, upload documents, retain a server copy, contact a counterparty, or approve a transaction.
Local workbench · Model 2.2.0
Succession, DSO Offers & Patient Stewardship
Compare seven transition paths on one after-tax, present-value horizon. Cash, deferred value, earned clinical compensation, control, stewardship, restrictions, and post-close obligations remain separate.
Fictional example
Model v2.2.0Results use the entered assumptions. Evidence and safety checks still require review.
Current result: Continue ownership: ownership present value $869,339; future clinical pay remains separate.
No input edits yet. Unchanged example values remain fictional assumptions. No changes since the last download or opening state.
Assumptions, evidence still needed, and local saving
This case stays in this tab only. Reloading, navigating away, or closing the tab can erase it. Download the case file to keep or reopen it. DenQAI does not upload it, autosave it, or store it in your browser. Browser exit warnings are a backup and may not appear on every device.
Planning case — assumptions and evidence require review. Includes fictional example assumptions. Formula v2.2.0.
Blank means unknown. Enter 0 only for a known zero or an item that does not apply and has no cost or use. Example values and modeled estimates are assumptions until supported by your records.
Data boundary
Do not paste an offer, contract, patient record, employee file, or adviser email.
Enter coded, aggregate values and short neutral summaries only. This browser tool does not upload or save the workbench, but your local exports remain your responsibility.
Local export available
No common direct-identifier pattern is currently detected. That does not certify anonymity, permission, privilege, or safe sharing.
01 · Seller mandate
Define what the practice must protect before asking what it can sell for.
Price can be important without becoming the only instruction. Write the financial, timing, patient, staff, authority, employment, private-buyer, and walk-away rules first.
A seller mandate is not a promise to accept less.
Download seller mandateIt makes price, certainty, retirement, patients, team, autonomy, and buyer type visible before process momentum buries the tradeoffs.
02 · Seven paths, one horizon
Model private succession as a real alternative—not as “doing nothing.”
Use the same period, discount convention, tax basis, evidence rule, and downside discipline. Inclusion means “compare,” not “recommend.”
Editing · Continue ownership
Separate the headline from what is cash, earned, deferred, contingent, restricted, or still exposed.
Closing bridge
Work, ownership, terminal value, and downside
Deferred / contingent component
$0 expected PVHoldback
Deferred / contingent component
$0 expected PVEarnout
Deferred / contingent component
$0 expected PVRollover or parent equity
Rollover equity’s face value is never added to cash at closing. Only its probability-weighted, after-tax, discounted value enters the ownership-value bridge.
Decision Summary · 03 · Common-basis comparison
No ranked buyer. No hidden multiple. No clinical salary disguised as transaction value.
The ownership column is the sale-or-retained-ownership bridge. The clinical-compensation column is labor the seller still has to perform. “All-in” is shown only so the complete period can be reconciled.
PathHeadlineCash at closeDeferred / contingent PVOwnership PVClinical pay PVOpen evidence
Continue ownership$0$0$0$869,339$937,1470
Associate succession$1,150,000$80,000$331,036$545,661$386,5651
Staged buy-in$1,250,000$155,000$335,949$628,116$430,5762
Private dentist sale$1,300,000$795,000$58,642$838,642$129,6301
Seller-financed transition$1,200,000$110,000$279,375$359,375$196,1591
Independent merger$1,100,000$380,000$0$612,531$222,9080
DSO or group affiliation$2,000,000$685,000$164,216$694,399$519,0523
Formula contract: net cash at close + expected after-tax present value of seller note, holdback, earnout, and rollover equity + post-close ownership cash + terminal net proceeds after separately entered disposition costs − transition, friction, and expected guarantee loss. Earned clinical compensation stays separate. Probabilities, tax estimates, and terminal method require independent review.
The headline is a label, not the answer.
Download offer normalizerRebuild every proposal from the executed documents and use one after-tax convention across all paths.
04 · Contractual authority versus practical pressure
“Clinical autonomy” is not one clause.
Map ten decisions against both the written authority and the person or entity that can shape the operating reality through staffing, budgets, scheduling, purchasing, payer terms, data, or employment consequences.
CTRL-01 · Diagnosis and treatment planningUnresolved
CTRL-02 · Appointment length and scheduling templatesUnresolved
CTRL-03 · Clinical staffing and assistant allocationUnresolved
CTRL-04 · Materials, laboratories, and clinical vendorsUnresolved
CTRL-05 · Referral and specialist relationshipsUnresolved
CTRL-06 · Payer participation and fee decisionsUnresolved
CTRL-07 · Clinical records, data access, and retentionUnresolved
CTRL-08 · Quality, complaints, refunds, and remakesUnresolved
CTRL-09 · Capital spending that affects careUnresolved
CTRL-10 · Hiring, discipline, and termination of cliniciansUnresolved
Document rights and operating leverage separately.
Download clinical-control matrixA contract can reserve clinical authority while budget, staffing, scheduling, payer, or termination pressure changes what is practical.
05 · Patient-stewardship term sheet
Translate “patient-centered” into observable transition commitments.
Some rows may become binding terms; others may remain documented expectations. Qualified counsel decides enforceability and required notices. The workbench makes the conversation visible before closing pressure removes it.
STEW-01 · Seller introductions and trust transferNot discussed
STEW-02 · Completion of open treatment and remake responsibilityNot discussed
STEW-03 · Patient communication and choiceNot discussed
STEW-04 · Records custody, access, and lawful noticesNot discussed
STEW-05 · Emergency coverage and vulnerable-patient continuityNot discussed
STEW-06 · Staff communication, interview, and retention processNot discussed
STEW-07 · Payer-change notice and access planningNot discussed
STEW-08 · Use of seller name and community commitmentsNot discussed
STEW-09 · Later resale or control-change transparencyNot discussed
STEW-10 · Minimum handoff and maximum dependency periodsNot discussed
The seller’s best post-close work may be transferring trust—not maximizing production.
Download stewardship term sheetDefine introductions, open care, records, staff, access, communication, and the end of seller dependency.
06 · Post-close obligations
A closing is the beginning of every retained duty.
Track how each obligation is measured, when it is reviewed, who owns it, what happens if it is missed, and which document governs it.
OBL-01 · Seller employment or clinical coverageUnresolved
OBL-02 · Earnout measurement and dispute processUnresolved
OBL-03 · Holdback, escrow, or indemnityUnresolved
OBL-04 · Rollover-equity governance and liquidityUnresolved
OBL-05 · Guarantees and retained liabilitiesUnresolved
OBL-06 · Restrictive covenants and nonsolicitationUnresolved
OBL-07 · Real-estate lease, guaranty, or maintenanceUnresolved
OBL-08 · Records, data, name use, and transition servicesUnresolved
Track obligations after the celebration ends.
Download obligation trackerCalendar the measurement, evidence, notice, cure, dispute, liquidity, and termination rules with the responsible adviser or owner.
07 · Ten safety checks that cannot be averaged away
A larger offer cannot resolve a control, patient, legal, tax, employment, or liquidity problem.
A safety check is supported only when you identify the document or report behind the answer, record its limits, and name the person responsible for reviewing it.
01 · Seller mandate and timingOpen
02 · Buyer identity, ownership, and controlOpen
03 · Common-basis offer normalizationOpen
04 · Independent tax structure reviewOpen
05 · Independent transaction and employment reviewOpen
06 · Independent valuation and continuation caseOpen
07 · Patient-stewardship termsOpen
08 · Team communication and continuityOpen
09 · Employment and management-services auditOpen
10 · Contingent value, restrictions, and exitOpen
- Associate succession: 1 nonzero deferred or contingent value component(s) lack reviewed supporting evidence.
- Staged buy-in: 2 nonzero deferred or contingent value component(s) lack reviewed supporting evidence.
- Private dentist sale: 1 nonzero deferred or contingent value component(s) lack reviewed supporting evidence.
- Seller-financed transition: 1 nonzero deferred or contingent value component(s) lack reviewed supporting evidence.
- DSO or group affiliation: 3 nonzero deferred or contingent value component(s) lack reviewed supporting evidence.
- 10 clinical-control row(s) remain unresolved or unsupported; contractual words and practical operating pressure must be reviewed separately.
- 10 patient-stewardship term(s) need a proposed term, supporting document, owner, and documented-with-limits status.
- 8 post-close obligation(s) remain unresolved, triggered, or unsupported by a supporting document.
- 10 non-averaged succession gate(s) remain open.
08 · Save or share your review
Start with the readable Excel workbook or printable review.
The workbook includes instructions, examples, units, formulas, patient-stewardship questions, and a data dictionary. Save the DenQAI project file only if you want to reopen these exact inputs here. DenQAI does not contact buyers, expose a listing, negotiate a deal, certify value, or retain the file.
Download succession workbook (Excel)
Advanced data exports
These CSV files are raw row-and-column data for advisers or analysts. They are not the recommended reading format.
A technically safe file does not establish permission to share transaction, employee, patient, adviser, tax, or buyer information.
Before you enter numbers
Gather the records for your first result.
You are deciding which succession or sale path best fits the seller’s financial needs, patient and staff commitments, clinical values, retirement timing, and acceptable post-close burden.
- Seller goals, retirement timing, after-tax need, patient commitments, and staff priorities
- Offer or path terms separated into closing cash, notes, holdbacks, contingent value, rollover equity, employment, and fees
- Debt, transaction costs, tax assumptions, real estate, guarantees, restrictions, and retained duties
- Clinical-control terms, patient-stewardship terms, adviser disclosures, and documents that support each claim
- First useful review
- 35–50 minutes for two serious paths
- What you receive
- What is certain at closing, what may arrive later, what work or risk remains, which patient commitments are enforceable, and which safety checks stay open
Guided steps, detailed review, outputs, and privacy
Guided review
Start here if you are learning the decision or do not have every record yet.
- Write the seller’s financial, patient, staff, and clinical boundaries
- Compare only the two or three paths that are genuinely available
- Separate certain closing cash from later, contingent, or illiquid value
Detailed review
Use this after the first result, or with advisers and stronger records.
- Model tax, debt, notes, holdbacks, earnouts, rollover value, fees, and employment separately
- Review clinical control, patient stewardship, post-close duties, restrictions, and adviser disclosures
- Use qualified reviewers to test the actual agreements before relying on the model
Your output order
- Read and print the plain-language result on this page.
- Download the Excel decision workbook when one is available.
- Save a DenQAI project file if you want to reopen your inputs.
- Use raw CSV only for advanced data work.
Required review
A complete model is still not a closing opinion.
Use the readable Decision Summary and Excel workbook to challenge the actual purchase, employment, management, equity, tax, valuation, real-estate, patient, team, restriction, guarantee, and exit documents with qualified independent reviewers.