Buying your first practice is the biggest financial decision most dentists ever make, and it is rarely a single transaction. It is a sequence: deciding whether ownership is right for you, agreeing a price, proving the numbers, arranging the funding, sorting the premises, clearing the regulatory hurdles, and then running the place from day one. Each stage has its own specialists, its own risks and its own paperwork, and the stages overlap rather than running neatly one after another.
This page is the map. It does not re-explain valuation, due diligence or the tax of goodwill in depth, because those each have their own detailed guide and we link you to them at the right moment. What this hub does is sequence the whole journey, set honest expectations on what it costs and how long it takes, and, above all, show you how the money comes together: which part of the price is funded by what, in what order, and where a broker and an accountant each add value. If you want the one-page answer to "what actually happens when you buy a dental practice, and how is it paid for", this is it.
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First, is buying a practice right for you?
Before any of the mechanics matter, you need an honest answer to a prior question: does ownership make sense for you at all? The income uplift over a good associate position is real but usually smaller than expected once debt service, management time and risk are stripped out, and the long-term case rests on equity growth and a tax-efficient exit rather than year-one earnings. That is a genuine decision, and not always a yes.
We have written that decision up separately and without a sales pitch. If you are still weighing it, read is buying a dental practice worth it first, and if you are moving across from an employed or associate role, the associate to practice-owner transition guide covers the change in your financial life. This page assumes you have decided to buy and now want to know how.
The seven stages, at a glance
A practice purchase runs through seven recognisable stages. They are not strictly sequential: due diligence, funding and the regulatory applications all overlap in the middle of the deal, which is exactly why buyers who treat them as one-after-another end up with a completion date that keeps moving. The table sets out the stages, what happens in each, and the detailed page behind it.
| Stage | What happens | Go deeper |
|---|---|---|
| 1 · Valuation | Working out what the practice is really worth from maintainable earnings, not the asking price | Valuation methods |
| 2 · Offer and heads of terms | Agreeing price, structure and the key terms in a non-binding heads document | Heads of terms |
| 3 · Financial due diligence | Proving the income, contract performance and costs stand up before you commit | Due-diligence checklist |
| 4 · Funding the purchase | Arranging the goodwill, equipment and working-capital lending | This cluster |
| 5 · Premises | Freehold commercial mortgage or lease assignment | Commercial mortgage |
| 6 · Legal completion, CQC and NHS transfer | Contracts, regulatory registration and contract novation | NHS contract guide |
| 7 · The first 100 days | Running the practice and funding the opening cash gap | Working-capital finance |
The rest of this guide walks each stage, with the funding always in view.
What a practice costs and how the price splits
Single-surgery practices in the UK commonly sell for somewhere between £300,000 and £700,000, with larger, multi-surgery or predominantly private practices running well beyond that. But the number that matters for funding is not just the headline price, it is how that price splits between three very different assets, because each is funded differently.
- Goodwill is the value of the established patient list, the contract and the reputation. It is intangible, and it is usually the largest slice, frequently around two-thirds to three-quarters of the price. Specialist dental lenders will lend against it, which is the single fact that makes high-percentage dental finance possible.
- Equipment and fit-out is the tangible plant: chairs, imaging, the surgery build. It can be funded within the acquisition loan or separately through asset finance.
- Freehold premises, where they are included, are funded separately again, through a commercial mortgage secured on the building.
Illustrative worked example (figures for illustration only). Take a leasehold practice at £500,000. A realistic split might be goodwill around £375,000 (roughly 75 percent), equipment around £75,000, and a working-capital buffer of around £50,000 to carry the first few months. On the professional-category funding route, a suitable buyer could fund the full goodwill and equipment, around £450,000, with no cash deposit, secured against the practice and a personal guarantee, with the working-capital element arranged alongside. On a deposit route, a lender might advance, say, 90 percent and ask the buyer to contribute the remaining 10 percent as equity. Which route is available depends on your profile and the practice's numbers, and that is the conversation a broker leads.
The goodwill share is also where most of the tax sits: purchased goodwill can attract amortisation relief in a company, and the way the price is apportioned between goodwill, equipment and property affects the tax outcome. That is a structuring question, not a lending one, so we keep it to this summary here and send you to the detail: how goodwill works when buying and selling and the goodwill valuation and sale playbook. For the amortisation relief mechanics, HMRC set out the rules in the Corporate Intangibles Research and Development Manual.
Stage 1: Valuation and what drives the number
The asking price is a starting position, not a value. A practice is worth what its maintainable earnings can support, and valuers work from adjusted EBITDA (earnings before interest, tax, depreciation and amortisation), normalised for a market-rate principal's salary, one-off items and any owner perks running through the accounts. The multiple applied to that figure moves with the contract mix, the private-income share, staffing stability and the local market. Two practices with the same turnover can be worth very different sums once you adjust the earnings properly.
This matters for funding because the lender values the practice too, on the same earnings logic, and will not advance against a price the income cannot service. If the valuations diverge, that gap becomes your problem to bridge. For the methods and how to read a valuation critically, see dental practice valuation methods and, on the goodwill portion specifically, how much of the price is goodwill.
Stage 2: Offer and heads of terms
Once you and the seller broadly agree on price and structure, the terms are captured in a heads of terms document. It is usually non-binding, but it sets the frame for everything that follows: the price and its split, whether you are buying assets and goodwill or the shares of the company that owns them, the treatment of the NHS contract, any earn-out or retention, exclusivity and the target timetable. Getting this right matters, because an ambiguity here becomes a dispute in due diligence later.
The asset-versus-share distinction in particular has real funding and tax consequences: it changes how your borrowing is structured and whether interest is deductible against the trade. Keep the structuring decision with your accountant at this stage, and see heads of terms for a dental practice purchase for what to include and what to resist.
Stage 3: Financial due diligence
Due diligence is where the price gets tested against reality. You (and your accountant) verify the income, examine contract performance and any UDA shortfall or clawback exposure, check the cost base, confirm staff and associate arrangements, and look for anything that would change the value or the risk. This is also the evidence pack your lender needs: the funder is underwriting the same cash flow you are buying, so strong, well-organised diligence directly supports the funding case.
Work through the buyer's due-diligence checklist for the operational side, and the financial due-diligence guide for the numbers. If the practice is NHS or mixed, the contract is central to value, so read the NHS contract essentials guide before you rely on the income figures, and confirm current contract terms against the NHS Business Services Authority.
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Stage 4: Funding the purchase
This is the stage this whole cluster exists to serve. With a value agreed and diligence done, you assemble the funding. For most buyers that means a specialist acquisition loan against the goodwill and equipment, structured so the practice profit services it with margin to spare. Dentistry's status as a professional category is why lenders will fund a high proportion, sometimes the full goodwill and equipment, without a cash deposit, in exchange for a personal guarantee and a serviceability case that stands up.
The funding usually comes as a package rather than a single loan: the goodwill and equipment acquisition facility, any separate equipment or asset finance, the premises mortgage if there is a freehold, and a working-capital element for the opening months. Structuring these as a coherent whole, rather than a stack of unrelated facilities, keeps both the cost and the administration under control.
The number that decides how much you can borrow is not a fixed percentage, it is serviceability: whether the adjusted profit covers the repayments with headroom. Lenders look for the practice's earnings to cover debt service comfortably, commonly by a margin of around 1.3 to 1.5 times, once a market-rate principal's salary is deducted. Get above that and the size of the loan is rarely the constraint; fall below it and no headline lending percentage will help. This is why the diligence numbers and the accountant's normalised forecasts matter so much to the funding: they are what the serviceability test runs on.
The term is set to make that test work. Goodwill and equipment lending is commonly arranged over ten to fifteen years, sometimes longer, precisely to bring the monthly cost down to a level the practice can carry through quiet months as well as busy ones. A longer term lowers the repayment and protects cash flow but costs more interest in total; a shorter term is cheaper overall but demands more cash each month. The rate itself is usually a margin over a reference rate, with the margin reflecting the practice's strength, the loan-to-value, the security offered and your experience. Where there is no cash deposit, expect a personal guarantee to sit behind the borrowing: the lender is backing you as much as the assets.
For the routes and how banks lend on dental goodwill, see acquisition financing options and, for the bank-loan mechanics and the interest-deductibility rule, the acquisition bank-loan guide. If the question on your mind is whether you can really buy with no deposit, the criteria are set out in full on 100 percent dental practice finance. And if the equipment slice is large, dental equipment and chair finance covers funding the plant separately.
On tax, only the interest on trade-purpose acquisition borrowing is deductible, never the loan principal, and HMRC set out the deductibility test in the Business Income Manual. That is the extent of the tax point on this hub; the structuring detail lives with your accountant and on our tax pages.
Stage 5: Premises, freehold versus leasehold
How you hold the premises is a funding decision in its own right. If the practice trades from leasehold premises, you take an assignment of the lease and there is no property to fund, though the lease terms need checking as carefully as the accounts. If a freehold is included, it is funded separately from the goodwill through a commercial mortgage secured on the building, typically over a longer term, and you then face the question of whether to hold that freehold personally, in the trading company, or through a pension arrangement such as a SSAS. Each has different tax and lending consequences.
This is business-purpose commercial lending on trading premises, not a residential mortgage. For the freehold-versus-lease decision, see lease versus freehold purchase, and for the mortgage mechanics, LTV, term and security, see the dental commercial mortgage guide. The way you hold the freehold interacts with how you extract profit, which we cover in profit extraction: partnership versus limited company.
Stage 6: Legal completion, CQC and NHS contract transfer
The legal work and the regulatory work run in parallel, and the regulatory work is usually what sets the real completion date. You cannot inherit the seller's registration with the Care Quality Commission: you, or your company, must be registered as the provider before you can lawfully carry on the regulated activity, so you apply during the transaction to have it granted in time for completion. Lenders treat CQC registration as a condition of releasing funds, which is why a slow application delays not just the opening but the drawdown.
Your own fitness to hold the practice rests on registration with the General Dental Council, which is also the professional-category basis lenders price the lending on. For an NHS or mixed practice, the contract does not move automatically: it is novated or varied with the commissioner's agreement, a process with conditions and its own timeline that must start as soon as terms are agreed. Because contract-backed income underpins the whole funding case, this is one of the more common places a deal stalls. Read the NHS contract essentials guide and start the conversation with the commissioner early.
Stage 7: The first 100 days and working capital
Completion is not the finish line, it is the start of ownership, and the first quarter is where thin planning shows. The purchase loan bought the goodwill, equipment and any freehold, but it did not fund the day-to-day: payroll, lab bills, materials, and the timing gap before income and contract payments settle into a rhythm under your name. Many first-time owners complete with too small a buffer and feel it in the first slow month.
A working-capital element planned into the funding package, or a facility arranged alongside it, covers this cleanly and far more cheaply than emergency finance later. It also covers the lumpy tax and VAT bills that arrive once you are trading. For the products and when each fits, see working-capital and tax loans, and keep an eye on the numbers that tell you the practice is healthy via the financial KPIs every owner should track.
How long it takes and what can go wrong
A realistic timeline from agreed offer to completion is four to six months, occasionally longer where an NHS contract novation is involved. Illustratively: heads of terms in the first few weeks; due diligence and the lender's credit and valuation process through months two and three; CQC registration and NHS contract steps running in parallel from the moment terms are agreed; and legal completion once diligence is clear, funding is confirmed and the regulatory conditions are met. The regulatory items are the ones you cannot compress, so they belong on the critical path from day one, not bolted on at the end.
The deals that fall through mostly fail for a small set of reasons: diligence reveals the income is materially weaker than the price assumed; the NHS contract transfer stalls or is refused; finance falls away because serviceability does not hold up once the real numbers are in; or a valuation gap between buyer and seller cannot be bridged. Almost every one of these is manageable, and the common protection is the same: get the diligence, the funding case and the regulatory applications all moving in parallel, with professional input, from the day terms are agreed.
Two of these deserve a closer look because they are the ones that surprise buyers. The first is the funding gap that opens when the lender's own valuation comes in below the agreed price: the advance is calculated on the lender's figure, so a shortfall lands on you to bridge with equity or a renegotiated price. Arranging an agreement in principle early, on the real diligence numbers rather than the marketing pack, flushes this out before you are committed. The second is drawdown being held up by a regulatory condition, most often CQC registration or the NHS contract step not being finalised in time. Because lenders release funds against those conditions, a delay there delays completion even when the loan itself is fully approved. Neither is a reason not to buy; both are reasons to run the funding and the regulatory work on the same timetable rather than in sequence.
Where an accountant and a finance broker fit in
Two specialists carry most of the financial load, and they do different jobs. A dental-specialist accountant tests the price against maintainable earnings, structures the purchase for tax, models interest relief and goodwill treatment, and builds the forecasts your lender relies on. A commercial-finance broker knows which lenders are active in dentistry, what terms are realistic, and how to package your case for approval. The accountant's work generally comes first, because the structure decides what you then ask a lender to fund. Used together, from the start, they are what turns an agreed price into a completed, well-financed purchase.
Buying a practice is a long, overlapping sequence with real money and real regulation at every step, but it is a well-trodden path. Take the stages in the right order, keep the funding in view throughout, and get the accountant and the broker working in parallel from the day you agree terms. That is what separates a purchase that completes on time and on workable terms from one that stalls, slips, or forfeits relief it was entitled to.