- Rising cost of dental education
- Tuition and fees have increased materially over the last decade. ADEA’s most recent trends reporting shows clear upward movement over time, contributing to higher debt loads and longer timelines to ownership for many new dentists. 2023-2024 nominal cost in comparison to 2014-2015 had risen by +30% for public and +38% for private institutions.(ADA HPI, 2025)
- Higher cost of borrowing and a higher “barrier to entry” for ownership
- Even as rates moved lower in late 2025, the market remains in a post-2022 environment where lenders underwrite cash flow conservatively, and the cost of capital is a more prominent variable in decision-making than it was earlier in the last cycle.
- They cannot recruit the right associate in time, or
- They have an associate, but that associate may not be prepared (financially or strategically) to buy on the seller’s timeline.
Late-career dentists remain the most likely cohort to practice in a solo setting, while younger generations increasingly prioritize work-life balance and often prefer being part of larger organizations where they can find operational support and professional camaraderie. For owners in their late 50s to early 60s, it becomes increasingly important to thoroughly map an exit plan and understand their realistic options, especially if the plan has always been “sell to an associate.” Many late-career dentists whose retirement plan was a doctor-to-doctor transition run into problems with:
- Finding an associate interested in taking on the risk of owning and operating a dental practice
- Having an associate who is clinically interested, but not positioned to make a purchase.
- The owner is unwilling to remain on board for 3–5 years post-sale, or
- There is no clear succession plan (especially in harder-to-recruit markets).
- Inflation Readings and Cost Pressure
- The latest CPI release reported 2.7% year-over-year CPI-U inflation and 2.6% core inflation (excluding food and energy). (BLS, CPI Summary—Nov 2025))
- Even as inflation moderated on paper, practice operators continued to feel cost pressure, particularly in staffing, supplies, and overhead categories that affect EBITDA quality.
- Interest Rates / Cost of Capital
- On December 10, 2025, the Federal Reserve lowered the target range for the federal funds rate to 3.50%–3.75%. (Federal Reserve, FOMC Statement—Dec 10, 2025))
- This improved confidence relative to peak tightening, but it did not reverse the broader underwriting discipline that has become normalized since 2023–2024.
- Tariffs
- Tariffs created a separate layer of unpredictability for healthcare operators in 2025—especially in categories tied to imported equipment, components, and dental supplies. Importantly, the impact of tariffs was often delayed. In many industries, price pass-through tends to unfold gradually as existing inventories are used up and as procurement contracts reset—meaning the financial impact can show up months after a tariff is announced or implemented.
- In market, owners saw this timing mismatch show up in real-time. Practices that went to market with strong trailing performance early in the year sometimes experienced a mid-year margin squeeze as suppliers repriced and inventory cycles caught up—resulting in TTM EBITDA softening during diligence. That dynamic contributed to slower deal velocity in Q2 and early Q3 and, in some cases, increased buyer scrutiny or more conservative structuring.
a. When selling to a DSO or PE-backed group, a portion of the proceeds is commonly allocated to equity. The attractiveness of that equity depends heavily on the quality of the platform you are partnering with, its unit economics, and its ability to grow and ultimately return capital to its investors.
2. Recaps Influence Urgency & Acquisition Behavior.a. As previously noted, recapitalizations restored confidence in market health and platform durability. But they also create an incentive: in the months leading up to a recap, DSOs are often motivated to partner with premium assets to increase EBITDA and strengthen their story ahead of an exit/recap event.
In our survey of DSO organizations, 78% of respondents indicated their recaps were 12 to 36 months away. Similarly, M&A activity and organic same-store sales were cited as the highest priorities for 2026, with doctor recruitment following immediately after.
TUSK Dental M&A Survey TUSK conducted a survey of top DSOs nationally to better understand buy-side sentiment on the last 12 months and outlook for 2026. Below are the results. 2025 Deal Activity in Comparison to 2024 The majority of respondents indicated that their 2025 deal volume either remained consistent with 2024 or increased. Taken together, the survey suggests that 2025 was not a “down year” across the board—it was a year where many groups stayed active, but became more selective in what they pursued and how they structured risk. 2026 Deal Activity Outlook 61% of respondents indicated their private equity backers are expecting a moderate or high uptick in 2026 deal volume compared to 2025. This is indicative of improving market confidence and the continuation of acquisition mandates from investors. With increased acquisition expectations, DSOs are continuously approaching brokers like TUSK to be included in seller processes. A handful of DSOs also expressed concern over the supply of practices available, particularly premium assets that fit their underwriting standards. “We’re increasingly excited for 2026 and growing our network of practices. However, we are actively seeking dental practices to fill that pipeline and are relying more on brokers than before in Q1 of 2026,” shared a DSO representative anonymously. Dentists will have more options in 2026 to find the right partner at the right price. If buy-side acquisition mandates rise while premium inventory remains constrained, competitive tension increases—particularly for practices that demonstrate clean earnings, stable provider coverage, and scalable operations. Dental Practice Valuations Multiples have stayed constant over the last two years. Across much of the market, headline valuation multiples have not “collapsed” over the last two years. The more meaningful change has been dispersion: premium practices continue to command premium valuations, while average practices are experiencing more friction—longer timelines, greater diligence scrutiny, and more negotiation on price and structure. For premium assets in particular, TUSK observed stronger buy-side demand, which more often translated into competitive processes and increased seller leverage in negotiating terms. Cash vs. equity mix is playing a larger role in offers. While valuation is still commonly discussed in terms of a headline multiple, offer composition has become a more important variable. More buyers are using equity as a strategic lever to (i) align incentives, (ii) manage cash at close, and/or (iii) shift risk—especially when the buyer’s underwriting assumes value creation through platform performance and post-close growth. In 2025, it was increasingly common for offers to include one of the following equity structures:- Joint-Venture (JV) Equity: the seller retains ownership at the practice or local entity level alongside the partner.
- HoldCo Equity: the seller rolls a portion of proceeds into equity of the parent/platform company.
- Hybrid Equity: a combination of retained local equity and rolled parent-level equity.
- differing views on provider risk and transition timelines,
- differing tolerance for add-backs and margin normalization, and
- differing capital structures and acquisition mandates.
a. Provider risk is moving from a “consideration” to a primary decision driver. In TUSK’s 2025 survey results, provider risk + stability was identified as one of the most scrutinized elements in deals. Provider risk was also one of the top reasons DSOs stepped away from transactions. This is consistent with what we observed in-market: buyers are less willing to underwrite reliance on a single producer or uncertain transition coverage when acquisition mandates are rising but execution risk remains high.
2. Performance Durability and Trend Directiona. In 2025, DSOs increasingly differentiate between practices with stable results and those experiencing softness during the process. Historical financial performance was one of the most scrutinized elements in deals, and it was also one of the top 3 reasons why buyers backed away from deals in 2025.
3. Reimbursement Exposure and Insurance Dynamicsa. In 2025, DSOs became more sensitive to reimbursement exposure because the reimbursement environment carries more policy uncertainty—and Medicaid dental dynamics are largely state-by-state, with adult benefits varying materially by state. As a result, buyers are underwriting payer mix more conservatively in markets where legislative or budget changes could affect rates, eligibility, or benefits. For practice owners considering a sale, it’s worth staying aware of where your state legislature and Medicaid agency stand on these issues, since shifts at the state level can influence diligence questions and perceived risk in a transaction.
Conclusion The 2025 dental M&A environment remained active but was characterized by elevated volatility, as macroeconomic and policy-driven uncertainty influenced buyer pacing and diligence intensity. While recapitalizations later in the year supported renewed confidence in scaled groups, underwriting discipline remained high—setting the stage for a 2026 market in which buyer demand is expected to increase, yet transaction outcomes will be determined more explicitly by quantified risk factors, including provider stability, financial performance trajectory, and reimbursement exposure. 2026 Dental Market OutlookKey Findings
- Deal activity was uneven across 2025: momentum in early 2025 moderated in Q2 and early Q3 as volatility increased diligence sensitivity.
- Tariff impacts introduced lagged margin pressure: cost pass-through occurred with delay in many cases, contributing to mid-process earnings compression for certain practices in market.
- Macro conditions shaped underwriting standards: By late 2025, CPI-U was 2.7% year-over-year (core 2.6%) and the federal funds target range was 3.50%–3.75% (Dec. 10, 2025). As rates eased from peak levels, financing conditions improved—lowering buyer hurdle rates and supporting more competitive pricing and, in some cases, cleaner terms for premium assets.
- Buy-side expectations are constructive for 2026: 61% of surveyed DSOs reported sponsor expectations for a moderate or high increase in acquisition activity.
- Recapitalization timelines are an important catalyst: 78% of respondents indicated anticipated recapitalizations within 12–36 months, reinforcing emphasis on adding durable EBITDA.
- Primary drivers of buyer attrition in 2025: provider risk, declining financial performance, and reimbursement-related concerns were the leading factors cited for DSOs stepping away from transactions.
- Valuation dispersion increased: while headline multiples did not uniformly reset, the spread between offers widened as buyers priced risk more divergently.
- Reimbursement exposure is underwritten as a state-level variable: payer mix is being evaluated more conservatively, where state policy direction could affect Medicaid dental economics and collections durability.
2. U.S. Bureau of Labor Statistics (BLS). Consumer Price Index Summary — November 2025. Bureau of Labor Statistics
3. Board of Governors of the Federal Reserve System. FOMC statement / press release — December 10, 2025 (federal funds target range). PCBB+1
4. Federal Reserve Bank of St. Louis (FRED). Effective Federal Funds Rate (FEDFUNDS). FRED
5. PitchBook. Healthcare Services PE exit count by quarter (U.S. & Canada), as of June 30, 2025 (dataset/chart pull referenced in Figure 3).
6. Pew Research Center. Baby Boomers are in the workforce later in life than past generations (Boomers turning 65 per year / per day). Pew Research Center+1
7. Smile Partners USA / PR Newswire. Smile Partners Announces Recapitalization Through New Continuation Fund Led by Commitments From Funds Managed by BlackRock and Hollyport Capital (Feb. 3, 2025). PR Newswire
8. MB2 Dental / Business Wire. MB2 Dental Announces Strategic Investment from Warburg Pincus (Jan. 15, 2025). Business Wire
9. Lone Peak Dental Group. Strategic investment announcement (BlackRock Impact Opportunities Fund). Lone Peak Dental Group
10. dentalcorp. Press release / transaction announcement regarding acquisition by GTCR (Sept. 26, 2025). Dentalcorp Investors+1
11. Park Dental Partners. Park Dental Partners, Inc. Announces Pricing of Initial Public Offering (Dec. 2, 2025). Park Dental
12. Federal Reserve / Dallas Fed / related research. Tariff pass-through and timing effects (macro mechanism reference). Federal Reserve+1 SOURCE TUSK Practice Sales
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