What a Practice Transition Typically Looks Like

A straightforward overview for owners who are curious about the process, what each stage involves, what to expect, and what I will and will not do.


Every owner’s situation is different, and not every conversation leads to a transition. This page exists because owners have asked me what the process looks like, and I believe in being transparent about it. There is no obligation in any of this. Every step described here is optional, owner-paced, and confidential.


Before Anything Formal: The Conversation

Most owners who reach out are not ready to sell. They are thinking. Wondering. Maybe feeling the weight of something they haven’t said out loud yet.

That is a perfectly good reason to have a conversation.

An early conversation usually sounds like:

  • How did you get into this?
  • What do you love about it? What’s gotten harder?
  • What does your team look like?
  • Have you thought about what the next chapter might be?

I am not evaluating you in this conversation. I am listening. I want to understand what you built, what matters to you, and whether it makes sense to keep talking.

If it does not, that is completely fine. The conversation stays private. Nothing changes.

If it does, here is what the road ahead generally looks like.


Phase 1: Getting to Know Each Other

What happens:

We talk. Maybe once, maybe a few times. Over the phone, over coffee, or on a video call. There is no set number of conversations and no deadline.

During this phase, we are both figuring out the same thing: is there a fit?

I am learning about your practice, your team, your patients, your operations, and what you care about preserving. You are learning about me, my background, how I think, and whether you trust me with something you built.

What I will not do:

  • Ask for your financials in this phase
  • Push for a timeline
  • Send you a formal offer
  • Make promises I cannot keep

What you can expect from me:

  • Honest, direct communication
  • Respect for your time and privacy
  • Follow-through on what I say I will do


Phase 2: Mutual Interest

What happens:

If we both feel there is something worth exploring, I will ask to learn more about the business. This usually means:

  • A general overview of revenue and expenses (not a full financial audit โ€” just enough to understand the business at a high level)
  • Understanding your payer mix, service mix, and how the practice operates day to day
  • Learning about your team structure and any key relationships

This is still exploratory. Sharing information at this stage does not commit you to anything.

What this feels like:

Think of it as both of us doing homework. I am trying to understand whether I can run this practice well and take care of the people in it. You are trying to understand whether I am the right person to hand it to.

What I will not do:

  • Share your information with anyone without your permission
  • Use what I learn to pressure you
  • Rush this phase


Phase 3: Letter of Intent (LOI)

What it is:

If we reach a point where both sides want to move forward, I would present a Letter of Intent. An LOI outlines the key terms of a potential deal: purchase price, structure, timeline, and any important conditions.

What an LOI is not:

  • It is not a binding contract
  • It is not a commitment to sell
  • It is not the final word on anything

An LOI is a starting point. It says: “Here is what I am thinking. Does this make sense to you?” It opens a conversation about terms, not a closing.

What you should know:

  • You can negotiate any part of it
  • You can say no to all of it
  • You can take time to think, consult your attorney, talk to your family
  • Nothing is final until a definitive agreement is signed, which comes much later

What I care about in an LOI:

  • Being fair and transparent
  • Making sure the structure works for both of us
  • Addressing what matters to you โ€” whether that is price, timeline, staff continuity, patient care, or your own involvement going forward


Phase 4: Due Diligence

What it is:

If we agree on an LOI, the next step is due diligence. This is where I take a closer look at the business to confirm that what we discussed matches reality.

Due diligence typically includes reviewing:

  • Financial records (tax returns, P&L, balance sheet)
  • Patient volume and retention trends
  • Staff agreements and compensation
  • Lease terms and facility condition
  • Licensing, compliance, and regulatory standing
  • Equipment and technology
  • Any legal or insurance matters

What this feels like:

This is the most intensive part of the process. It involves sharing detailed information and answering questions. I try to make this as respectful and organized as possible. I will not ask for things I do not need, and I will explain why I am asking for what I do.

What you should know:

  • Most of the work in this phase is on my side
  • I will create a clear, organized process so you are not buried in requests
  • You can have your attorney or accountant involved at any point
  • Due diligence protects both of us โ€” it is not adversarial

Where deals commonly pause:

  • Financial records that are incomplete or hard to interpret (this is normal and fixable)
  • Lease transfer negotiations with landlords
  • Licensing or credentialing questions
  • Either side needing more time to think

Pausing is not the same as stopping. Most pauses are just logistics catching up to intention.


Phase 5: Definitive Agreement and Closing

What it is:

If due diligence confirms what we both expected, the final step is a definitive purchase agreement. This is the binding legal document that both sides sign.

Attorneys on both sides draft and negotiate this. It covers everything: price, payment terms, transition plan, non-compete considerations, staff continuity, patient communication, and any other specifics.

What closing looks like:

  • Documents are signed
  • Funds are transferred
  • Ownership transitions according to the agreed plan
  • We communicate the change to staff and patients in a way that feels calm, honest, and respectful

What I prioritize at closing:

  • No surprises
  • Staff learns about the transition in a thoughtful, planned way โ€” not through rumors
  • Patients receive clear, professional communication
  • The practice does not skip a beat operationally

After the Transition

What happens:

This depends entirely on what we agreed to. Some owners want a clean exit. Some want to stay involved for a period of time. Some want a phased transition over months or even years.

I am open to all of these, and the structure depends on what works for you.

What I can tell you is this: I am not buying a practice to change everything overnight. I am buying a practice to steward it. That means:

  • Staff continuity is a priority, not a cost to cut
  • Patient relationships are preserved
  • Systems that work are kept. Systems that need strengthening are improved over time.
  • The culture you built is respected

I will be hands-on. I will be present. I am building this with my own capital and reputation, and I intend to be here long after the transition is complete.


A Few Things Worth Saying Plainly

You are in control of this process.

At every stage, you decide whether to continue, pause, or stop. There is no point at which you lose the ability to say “I need more time” or “this is not right for me.”

This is personal, and I treat it that way.

I know this practice is not just a business to you. It represents years of work, relationships, risk, and identity. I do not take that lightly.

Not every conversation leads to a transaction.

Many do not. And that is okay. The conversation itself has value, and it stays confidential regardless of the outcome.

I do not have a portfolio timeline.

I am not reporting to investors or trying to hit a fund deadline. My timeline is: find the right practice, build the right relationship, and do this once, well.

You can always reach me directly.

I do not have a team of associates or analysts handling these conversations. It is me. Heidi. Start to finish.


Questions Owners Often Ask at This Stage

How long does this take?

It depends entirely on you. Some transitions happen in a few months. Some take a year or more of conversation before anything formal begins. I am comfortable with whatever pace makes sense.

Do I need a broker?

Not necessarily. Many owners work directly with a buyer, especially in smaller, relationship-driven transactions. You should absolutely have your own attorney and accountant, though. I encourage that.

What if I change my mind?

That is your right at any point before a definitive agreement is signed. An LOI is not binding. A conversation is not a commitment. I would rather you feel free to change your mind than feel trapped into something that does not feel right.

How do you determine what a practice is worth?

Valuation in medical aesthetics typically centers on Seller’s Discretionary Earnings (SDE): the true economic profit to the owner after adjusting for personal expenses, one-time costs, and owner compensation. I look at this alongside revenue trends, patient retention, staff stability, service mix, and market conditions. I aim to be fair and transparent about how I arrive at a number, and I am always open to discussing it.

What happens to my staff?

Staff continuity is one of my top priorities. In most cases, the team stays. They are the practice. Disrupting that would undermine everything I am trying to build.

Can I stay involved after the sale?

Yes, if you want to. We can structure ongoing involvement in whatever way makes sense: clinical work, advisory, part-time, or just being available during the transition. This is something we design together.


This writing reflects how I approach ownership transitions as of today and may evolve as I learn and grow in this space. If you have questions about anything here, I am always happy to talk.

Heidi Faust