# How do you compare DSO offers for your dental practice?

Compare DSO offers as packages, not headline prices: TUSK Practice Sales showed one two-location practice drawing initial offers from 6.8x to 7.6x EBITDA, a $400,000 gap before any term was negotiated. The terms behind each number decide what a seller keeps, as the [DSO overview](https://ddsintel.com/dso) explains.

By DDSIntel Editorial. Source: DDSIntel, https://ddsintel.com/dso/comparing-dso-offers. Published 2026-10-28; data as of 2026-10-27.

## Key numbers

- **6.8** x to 7.6x EBITDA, initial offers for one two-location practice (TUSK example) (TUSK Practice Sales, Q3 2026 Dental M&A Market Report, Q3 2026; https://2479577.fs1.hubspotusercontent-na1.net/hubfs/2479577/TUSK_Dental_Q3_2026_Market_Report%20Final.pdf)
- **400,000** dollars between the lowest and highest of those offers (TUSK Practice Sales, Q3 2026 Dental M&A Market Report, Q3 2026; https://2479577.fs1.hubspotusercontent-na1.net/hubfs/2479577/TUSK_Dental_Q3_2026_Market_Report%20Final.pdf)
- **60%** % to 85%+ of consideration paid as cash at close in DSO offers (TUSK release) (TUSK Practice Sales, Q3 2026 Dental Market Report (PR Newswire), Q3 2026; https://www.prnewswire.com/news-releases/tusk-practice-sales-assesses-the-state-of-the-dental-industry-in-its-q3-2026-dental-market-report-302823046.html)
- **9** fields on one firm’s standard offer comparison sheet (DSO Compare, 2026; https://dsocompare.com/dso-comparison-guide/)

## Why is headline value the wrong way to compare offers?

Because the headline hides structure. TUSK Practice Sales notes that every letter of intent leads with one enterprise value, but what reaches the seller depends on the components behind it, each with its own risk, timing and conditions. Its example: offers of 6.8x, 7.2x and 7.6x on $500,000 of EBITDA.

How much of each offer is paid on closing day is covered in [how much cash at close to expect](https://ddsintel.com/dso/dso-offer-cash-at-close). TUSK’s July release put cash at close at 60% to 85% or more of consideration; its full report describes the typical range as 60 to 80% of value. Published multiple ranges are tracked on [practice valuation multiples](https://ddsintel.com/data/practice-valuation-multiples).

## What fields belong on a DSO offer comparison sheet?

The same fields for every offer. DSO Compare lists nine: enterprise value, cash at close, rollover equity percentage, earn-out amount, earn-out metric and period, employment term, non-compete radius and length, the working capital peg, and a post-close clinical autonomy clause. McLerran & Associates expands the list to 13 metrics.

The added metrics include the level of the equity (practice joint venture or holding company), change of control protections, tax treatment, the buyer’s financial health and staff continuity commitments. Definitions: [rollover equity](https://ddsintel.com/glossary/rollover-equity), [earn-out](https://ddsintel.com/glossary/earn-out), [working capital peg](https://ddsintel.com/glossary/working-capital-peg).

## Why does the EBITDA definition matter as much as the multiple?

The multiple applies to an earnings base the buyer defines. DSO Compare warns that two offers at the same multiple can produce 20% different cash if one strips out doctor compensation differently. Read each offer’s definition of adjusted EBITDA and list every add-back, deduction and owner compensation assumption before comparing multiples.

Ask whether the buyer will run a [quality of earnings review](https://ddsintel.com/deal-sourcing/quality-of-earnings-review) and how findings could change price. How goodwill is allocated also changes after-tax proceeds; see [personal versus practice goodwill](https://ddsintel.com/deal-sourcing/personal-vs-practice-goodwill).

## How should rollover equity and earn-outs be weighed?

Discount both for risk and time. Cash at close counts in full. McLerran & Associates says the remainder typically splits between earn-outs measured over 12 to 36 months and rollover equity that can stay illiquid for 5 to 7 years. TUSK adds that the buyer, not the seller, usually calculates earn-out EBITDA.

TUSK also notes that entering a private equity hold at month 5 rather than month 55 produces very different equity returns, with the buyer’s balance sheet as the variable. Mechanics are in [how earn-outs and holdbacks work](https://ddsintel.com/deal-sourcing/earn-outs-and-holdbacks).

## How do employment and non-compete terms change the comparison?

They carry real cost. McLerran & Associates says DSO employment commitments typically run 2 to 5 years and buyers often propose non-competes of 2 to 5 years with a 5 to 15 mile radius. TUSK calls post-sale compensation the most under-scrutinized component and advises reviewing termination rights and non-compete triggers.

A higher price with a five-year commitment can be worth less to a seller than a lower one with a shorter term; see the [work-back period](https://ddsintel.com/lifecycle/work-back-period). Whether associates stay also affects earn-outs, covered in [how associates affect a DSO sale](https://ddsintel.com/dso/associate-retention-in-a-dso-sale). Market context is on the [signals hub](https://ddsintel.com/signals).

## Frequently asked questions

### What is the most important number in a DSO offer?

Cash at close is the most certain, but it should be read with equity, earn-out, the EBITDA definition and employment terms.

### Is a higher multiple always better?

No. A higher multiple on a narrower EBITDA definition, or with more equity and earn-out, can deliver less certain value.

### How should I treat rollover equity?

As illiquid and risk-bearing. Its value depends on the buyer’s next recapitalization and on the preference terms.

### Who should check my comparison?

A dental transaction attorney and a CPA should test the sheet before you sign a letter of intent.

### Can DDSIntel compare my offers?

No. DDSIntel publishes aggregate, cited market context and does not review individual offers.

## Sources

1. TUSK Practice Sales. Q3 2026 Dental M&A Market Report (PDF). https://2479577.fs1.hubspotusercontent-na1.net/hubfs/2479577/TUSK_Dental_Q3_2026_Market_Report%20Final.pdf
2. TUSK Practice Sales. TUSK Practice Sales Assesses the State of the Dental Industry in Its Q3 2026 Dental Market Report (July 10, 2026). https://pr.timesenterprise.com/article/TUSK-Practice-Sales-Assesses-the-State-of-the-Dental-Industry-in-Its-Q3-2026-Dental-Market-Report/6a514c9516e7610b3c53e15d
3. DSO Compare. How to compare DSO offers. https://dsocompare.com/dso-comparison-guide/
4. McLerran & Associates (Dental Transitions). How to compare DSO offers for a dental practice. https://dentaltransitions.com/articles/dso-offer-comparison-dental-practice/

---

DDSIntel is a dental transition intelligence platform that detects pre-market dental practice transition signals for brokers, DSOs, lenders and the firms that serve them.
