Intro
Reimagining Dental Ownership
A staged-ownership platform for independent dental practices, aligning clinicians and capital partners around long-term value.
Minority Entry. Majority Optionality. Aggregated EBITDA.
Problem
The Ownership Transition Window
Independent Practice Owners Are Losing & Control Remains Fragmented
For an independent dental owner, selling to a private equity–backed DSO can come with real tradeoffs that often show up after the close: control over key business decisions typically shifts to the corporate operator, and the seller frequently remains as an employed clinician under an earn-out structure where a meaningful portion of the purchase price depends on hitting performance targets over the next several years.
This dynamic can create pressure to prioritize short-term production and standardization over practice culture and long-term patient relationships, and it can put clinical autonomy at risk when financial or operational policies conflict with professional judgment—an issue the ADA has explicitly highlighted as an ethical concern when business interests intrude on clinical decision-making.
Evidence in dentistry also suggests PE ownership can be associated with revenue-optimization tactics such as raising list prices and shifting service mix toward higher-cost procedures, even when negotiated payer prices don't change—creating reputational risk for the practice and potential patient trust issues.
These concerns are part of why regulators have been scrutinizing private equity's incentives in healthcare more broadly, warning that profit-maximizing structures can threaten quality of care and patient outcomes.
Market
Market Opportunity
The U.S. dental market is vast, made up of tens of thousands of privately owned practices across the country. Every year, a meaningful percentage of these practices transition ownership, creating a steady and reliable flow of opportunities. Within a market of this size, HPA does not need sweeping dominance to achieve its objectives—capturing even a fraction of one percent of total market share is sufficient to reach our target lease portfolio. This is not a theoretical opportunity or a market waiting to be created; capital is already actively moving into this space today, and ownership transitions are happening in real time.
Model
The Staged-Ownership Model
Minority Entry Creates Alignment. Majority Exit Creates Optionality.
Stage one
MVP program
- Immediate savings opportunities
- One-on-one navigator support from HPA
- Optimization strategies for efficiencies and more profitability
- New foundation for future growth
- No purchase of the practice at this stage
Stage two
Minority buy-in
- Acquire ~40% ownership stake
- Structured 20% simple interest on deployed capital
- Purchase of practice "goodwill"
- Practice owner maintains majority ownership
Stage three
Buy out
- Opportunity to increase ownership upon owner exit
- Path to majority or full ownership
- Increased reportable revenue and EBITDA to HPA
- Practice held in aggregation model
Capital
The Capital Engine
Current Yield Supports Long-Term Ownership Expansion.
How cash moves
Example
- Deploy $400,000 (40% of $1M practice)
- 20% simple interest = $80,000 annually
- 10% to funding partner
- 10% retained by HPA
- Effective cost to practice ≈ 8% of revenue
Yield supports reporting infrastructure, governance oversight, expansion pipeline, and future ownership opportunities.
Portfolio
Early Execution
- 2 practices closed
- $3.5M revenue under management
- ~$200K annual revenue to HPA
- EBITDA margins: 17–23%
- Target EBITDA: ~20%
- 6 active pipeline opportunities (~$30M revenue base)
- 100% retention
36-Month Portfolio Model
Target
- 70–100 minority ownership positions
- 40–60 affiliated practices
Midpoint Example (85 minority)
- Revenue base ≈ $127.5M
- 40% ownership exposure ≈ $51M
- 20% EBITDA ≈ $10M
Illustrative valuation
6× EBITDA = $60M | 8× EBITDA = $80M
Investment opportunity
Investment
Objective
Investor structure
- 10% simple annual preferred return
- Paid monthly
- Principal returned upon refinance
- Extendable if refinance delayed
- HoldCo ownership participation
- Exposure to aggregated EBITDA growth
- Long-term value realization via recapitalization or strategic transaction
Investment calculator
Enter an amount to see illustrative return scenarios.
Governance
Governance & Risk Mitigation
Risk mitigation and disciplined governance are built into our acquisition strategy to protect investor capital and strengthen long-term value. Each transaction is structured through negotiated operating agreements that clearly define control and economics, supported by formal information rights that ensure ongoing transparency. We retain approval rights over major financial decisions to prevent excess leverage or strategic drift, while buy/sell provisions establish clear exit and liquidity pathways. Risk is further reduced through diversified exposure across multiple practices operating within dentistry's essential healthcare demand profile, supported by established refinance relationships that provide capital structure flexibility as conditions evolve.
Key pillars
Protecting capital and long-term value
Investment Calculator (moved)
Enter an investment amount to see illustrative return scenarios. (We’ll build this logic together in a follow-up.)
Appendix
Appendix — 500 Practice Conversion Scenario
Assumptions
- 500 total practices
- 300 majority-owned practices
- 200 minority-owned practices (40% stake)
- Average revenue per practice: $1.5M
- EBITDA margin: 20%
Model
- Revenue base: 500 × $1.5M = $750M
- Majority-owned revenue (300 practices): $450M
- Minority exposure (200 × 40%): $120M
- Total effective revenue exposure: $570M
- EBITDA (20%): $114M
Illustrative valuation
6× EBITDA ≈ $684M | 8× EBITDA ≈ $912M
This scenario illustrates long-term staged-control expansion and EBITDA aggregation potential.
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