Due Diligence
Questions to Ask

Ask the right questions to be sure you know what you’re buying.

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Two of the most consequential decisions you’ll ever make in your life are (1) which practice to buy and (2) which person to settle down with. And yes, I’m putting those two things together on purpose. The process of searching for and purchasing a dental practice has more in common with dating and courtship than you might think.

Today, let’s zero in on your first meeting with a selling dentist. In our analogy, this is the first date. And just like a first date, that first seller meeting is crucial, and to put it bluntly: you don’t want to screw it up. In this post, I’m going to give you a concrete list of good questions to ask during your first meeting, and a list of questions to avoid. More on that in a bit. First, a little more context.

First, though, let’s belabor our analogy just a bit.

“Be yourself!” “Put your best foot forward!” Dating clichés apply here. And ultimately they all come down to the same thing: You want the seller to like you.

“But wait a minute,” I can hear you saying, “This is a business transaction, and it’s all about the numbers! If I’ve got the money and the skills to buy this dental practice, it doesn’t matter if the seller likes me.”

Not quite.

As always, try to put yourself in the seller’s shoes. They’re looking for someone who will run the business they’ve worked to build, likely for the last several decades of their life. We might want to make a dental transition all about the numbers, but there’s a lot of emotion involved, too. It might not be a line item on the P&L, but we need to account for it all the same.

And making that great first impression will largely come down to the questions you ask, and how well you listen to the answers.

4 Questions to Ask During Your First Meeting

1. What’s the culture like in the office?

This is a great open-ended question that gives the seller a chance to go in a direction they choose. And if you listen closely, it gives you some insight into the practice that might be difficult to glean otherwise. Does the seller immediately start talking about the amazing front desk employee? That’s great news; a star employee is worth his or her weight in gold. Does the seller hesitate when talking about the hygienists? Perhaps one or more of them are difficult to work with. 

In your follow-up questions, be sure to focus on the positive, not the negative. Don’t try to dig into what’s going on with that hygienist; instead, talk about the star employee.

2. Tell me about your treatment style.

This one is more targeted, less open-ended. You want to know that your own treatment philosophy will mesh with what’s already already in place at this practice. Does this dentist focus on preventative care? Do they upsell often, to maximize revenue? Do they take a lighter, treat-it-when-you-have-to approach?

The answer to this question will tell you a lot about whether your own philosophy will fit right in, or if there would be some work to do to transition the staff and patients to a different clinical approach. (Hint: you don’t want to have too much of a treatment style transition. Those are tough waters to navigate.)

3. What do patients consistently say about your office?

Ever been in a job interview and been asked, “What do your previous coworkers say about you?” You’re operating on the same principle here. Whatever answer you get to this question, it tells you less about what patients actually say than about what the selling dentist thinks patients say.

A question like this is all about gaining insight into how the seller thinks about their business. What are its strengths and weaknesses? What has the seller put a lot of energy into over the years? An attractive office? Great equipment? Sensible treatment plans? Again, you’re looking to see if your own philosophy will mesh well with the practice.

4. How have you been so successful? What’s your secret?

The trick to this question: sincerity. If you’re only asking this to butter up the seller, you’ll (rightly) come off as phony. Yes, a question like this strokes egos and helps to tease out information about the practice. But if this is a successful practice that’s worth buying, then you’d better believe this seller will have some real wisdom to dispense when they talk about their treatment style, building a culture, or overall secrets to success. Ask about their secret sauce, and you might just get some real tips for your own future success.

Now that we know which questions to ask, you might be able to guess what type of questions to avoid.

4 Questions NOT to Ask During Your First Meeting

1. Can you tell me about line 18 on your 2018 tax return?

Don’t get into any nitty-gritty details. This first meeting is about bigger-picture things, like treatment philosophy, the health of staff relationships, and so on. Remember what I said about emotion being a big part of this purchase? That goes for you, too. The first meeting is a time for you to figure out whether you feel good about moving forward. If you do, there will be plenty of time later to run the numbers and find out if it’s also smart to move forward.

2. Anything about the price of the practice.

“What makes you come to a $1.3M price tag?” “Are you planning to include your accounts receivable in the sale price?” You won’t get good, detailed answers to questions about price during this first meeting, and they will almost certainly put the seller on the defensive. So stay away from anything about the listing price until later in the buying process.

3. Anything related to negotiating.

Maybe you feel like the list price is $100K too high. Maybe you want to be sure that future rework is handled by the seller because you don’t want to worry about it. Maybe you think that the seller should only stay on for 6 months after the sale instead of 12. And maybe you’re right about all that! But this is way too early in the process to be getting into negotiating. Again, it puts the seller on the defensive, and makes you look overly aggressive and eager to get the “better” end of an agreement. Go into a possible purchase with this attitude and there will be way more friction in your future than you want.

4. Things that will be covered later in due diligence.

Are you noticing a theme yet? Some things you should just worry about later. Yes, the age of the equipment matters. The current terms of the office lease matter. The exact income of the practice for the last three years matters. In fact, these things matter a lot! … Eventually. Due diligence — the time when you and your lawyer, accountant, and broker or coach get serious about looking under the hood of the practice — will be extremely important, and will help you know what to negotiate as the sale moves forward.  For now, though, use your first meeting to judge the feel of the fit between you, the seller, and the practice in question. 

That first meeting between you and a seller is crucial. Not because you’re going to get every piece of information you’ll need to make a final decision, but because this is your chance to make a good impression. Be sure to make the most of it. Just don’t try to make too much of it.

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Listen to this podcast episode to understand how and when to complete your due diligence.