Medical Practice Due Diligence

Direct answer

medical practice acquisition due diligence starts with a defined transaction, verified documents, collected-cash assumptions, and complete written conditions. The practical objective is to turn legal, financial, operational, technology, payer, and transition findings into closing conditions. This guide does not promise approval, a rate, a funding date, or a result. Use the clinic owner finance decision map to compare this choice with the rest of the ownership plan.

Compare the decision routes

Decision route	Evidence to verify	Failure mode to resolve
financial diligence	tax, accounting, bank, and debt records	unreconciled collections
operational diligence	staffing, lease, licenses, and contracts	unfunded staff or lease obligations
asset and technology diligence	asset, lien, EHR, and security records	unclear ownership or access rights
transition diligence	seller duties and communication plan	seller exit before handoff is stable

This table is a screening framework, not a recommendation. Ground public program and tax facts in the SBA 7(a) page, SBA 504 page, and IRS Publication 946. Actual eligibility, pricing, timing, and terms come only from the provider's current written review.

Ownership lens

This decision belongs in the owner's complete capital plan. It should show what is being purchased or changed, who controls it, when cash leaves, when collected revenue can reasonably arrive, which obligations already exist, and what happens if the transition is slower or more expensive than planned. Keep clinical judgment separate from the financing analysis; this page addresses business records and cash timing only.

Build one sources-and-uses schedule

List every cash use by amount, date, source, owner, and confidence level. Separate purchase price, real estate, equipment, leasehold work, technology, professional fees, deposits, hiring, training, supplies, transition payroll, and operating liquidity. Reconcile the schedule to quotes, contracts, diligence findings, and the accounting file. A round estimate remains a placeholder until a dated source supports it.

Match financing duration to the asset or cash cycle. A building, clinical equipment, software implementation, seller transition, and temporary collections gap do not have the same life. When a proposal combines uses, preserve the allocation so the owner can see which dollars create a durable asset and which cover a timing gap.

Prepare the ownership file

• tax, accounting, bank, and debt records. Preserve the current document, its source, date, open conditions, and connection to the transaction.
• staffing, lease, licenses, and contracts. Preserve the current document, its source, date, open conditions, and connection to the transaction.
• asset, lien, EHR, and security records. Preserve the current document, its source, date, open conditions, and connection to the transaction.
• seller duties and communication plan. Preserve the current document, its source, date, open conditions, and connection to the transaction.

Reconcile legal names, ownership percentages, authority to sign, licenses, addresses, requested amount, use of proceeds, existing debt, revenue, expenses, and cash across the application, tax records, accounting statements, bank records, contracts, and forecast. Explain unusual deposits, owner transfers, one-time events, and differences between billed charges, allowed amounts, collected revenue, and operating cash.

For a purchase or buy-in, add the operating agreement, capitalization table, valuation support, asset ownership, liens, seller obligations, transition plan, and post-close liquidity. For real estate or expansion, add site control, contractor scope, permits, equipment installation, staffing, credentialing, and delay costs.

Stress-test collected cash

Build a base case, a slower-collections case, a volume shortfall case, and a transition or project-delay case. Keep payroll, occupancy, insurance, supplies, technology, taxes, owner distributions, and existing debt visible. Do not treat billed charges as cash or assume every scheduled visit becomes collected revenue.

Record the lowest cash balance and the week it occurs. If the plan relies on an available line, show renewal, draw, reporting, and repayment conditions. If it relies on seller support, show the exact duty and end date. If it relies on cost savings, identify who owns the action and when it begins.

Risks to resolve before committing

• unreconciled collections. Identify the record, official rule, contract clause, or operating evidence that resolves it.
• unfunded staff or lease obligations. Identify the record, official rule, contract clause, or operating evidence that resolves it.
• unclear ownership or access rights. Identify the record, official rule, contract clause, or operating evidence that resolves it.
• seller exit before handoff is stable. Identify the record, official rule, contract clause, or operating evidence that resolves it.

Do not insert universal credit-score cutoffs, unnamed typical APR ranges, or approval and timing claims. A match, referral, prequalification, government guaranty, or submitted form is not an approval. A program maximum is not an expected offer.

Compare complete written terms

1. Confirm the borrower, owners, guarantors, purpose, and amount.
2. Reconcile proceeds and cash due at closing to the sources-and-uses schedule.
3. Record the pricing method, every fee, payment frequency, maturity, and any balloon.
4. Identify liens, title requirements, guaranties, insurance, and automatic debits.
5. Review prepayment, default, renewal, draw, inspection, reporting, and servicing provisions.
6. Compare total paid and cash timing, not only a headline rate or first payment.
7. Separate verified facts from open conditions.
8. Compare final documents with the proposal before signing.

Related clinic ownership decisions

• Clinic owner finance decision map
• Finance a medical practice purchase
• Physician practice buy-in financing
• Medical practice working-capital budget
• Medical office building financing
• Medical practice acquisition due diligence
• Clinic cash-flow forecast
• Clinic ownership finance data

Questions clinic owners ask

Can this page tell me whether the practice will qualify?

No. It organizes evidence and decisions; only a provider reviewing a complete file can determine eligibility and terms.

What should be prepared first?

Start with the transaction definition, itemized budget, ownership records, historical financials, current debt, contracts or quotes, and a weekly base and stress-case forecast.

How should two proposals be compared?

Use the same amount and timing. Compare pricing method, fees, payment frequency, maturity, total paid, collateral, guaranties, prepayment treatment, reporting duties, and remaining conditions.

Does an SBA guaranty mean the request is approved?

No. The SBA defines program rules; participating lenders evaluate applications and issue actual terms.

What is the safest next step?

Correct inconsistencies, verify current primary sources, request complete written terms, preserve operating liquidity, and rerun the stress cases with final numbers.