Entity and signatory records reconcile.
Illustrative decision record
A favorable-looking acquisition becomes a renegotiate-or-walk case.
Every number below is a teaching example. It demonstrates the structure of a decision record and is not a valuation benchmark or forecast.
DecisionAcquire Target A?
Current postureRenegotiate or walk
Seller ask$1.18M
Downside affordability ceiling$865K
Transparent gap$315K
Decision dateIllustrative
Required reviewDental CPA, counsel, lender, clinical reviewer
01 · Stop-and-verify conditions
Two issues must clear before price can solve the deal.
Crown-heavy production requires blinded, tooth-level independent review.
Provider-level collections and earned A/R do not yet reconcile.
Only if total cash commitment remains inside the downside ceiling.
02 · Buyer-repeatable collections bridge
The asking price was built on cash the buyer may not repeat.
Reported collections$1.48M
Seller-only or nonrecurring activity−$178K
Buyer clinical-model exclusions−$74K
Patient and referral loss−$48K
Buyer payer and fee effect−$35K
Collection loss−$20K
Buyer-repeatable steady-state collections$1.125M
Prior-service receipts, current-service deferral, prepayments, credit balances, working capital, and reserves are reviewed in separate first-year timing and closing schedules.
03 · Scenarios
One attractive base case is not enough.
CaseCollectionsImmediate cash needAffordability posture
Seller presentation$1.48M$125KAppears financeable
Buyer-repeatable base$1.125M$225KThin at ask
Downside$1.01M$280KAsk exceeds ceiling
04 · Conditions that change the decision
State the facts that would pause, renegotiate, or reverse the decision.
- The target cannot substantiate buyer-repeatable provider collections.
- Independent clinical review finds unsupported treatment or a values gap the buyer cannot ethically continue.
- Key payer contracts cannot transfer or be replaced on acceptable terms before cash runway is exhausted.
- Immediate equipment, lease, staffing, and working-capital needs push total commitment above the downside ceiling.
- A dental shell or startup alternative reaches the same patient segment with materially less risk-adjusted cost.
05 · Next evidence requests
Convert uncertainty into assigned work.
Needed before the earnings base is accepted.
Needed before treatment-mix transfer is priced.
Needed before payer portability is credited.
Needed to set the walk-away ceiling.
Build your own record
Start with the decision—not the seller’s binder.
Choose the path and gather only the evidence that resolves the next gate.
Choose a practice path