Use case · business exit
Sell the business. Sell — or keep — the building. Separately.
A buyer of the operating company will price chairs, bays, and cash flow. They often will not price the building as net lease. Treat the two assets as two decisions, or you leave one of them on the table.
Written by Dwaine Clarke , Founder & Principal Broker, American Net Lease, LLC Reviewed
On this page: The situation · How capital is sized · The alternative · Timeline · Example · FAQ
The situation
The practice buyer wants the company. The deed is a different bid.
Dentists and veterinarians meet this when a DSO, a consolidator, or an associate group wants the practice and treats the building as a leftover. Industrial owner-operators meet it when a strategic buyer wants the operation and not a long real-estate hold.
A bundled sale is simple and often cheap on the dirt. The practice or plant buyer is not a net-lease investor. They will not pay a cap-rate price for a lease they have not been asked to sign, and they will not pay it for vacant fee-simple either.
This use case shows up most often in Dental , Veterinary , and Industrial . Size a first pass in the sale-leaseback calculator, then request a Portfolio Capital Analysis.
How the capital is sized
Two assets, two buyers, two clocks — or one landlord residual.
If you sell the building as net lease, the remaining tenant is either you for a term or the practice buyer on a lease you write before that sale. Coverage has to work for whoever occupies. A lease the successor cannot carry is not a product.
If you keep the building, you become the landlord. That lease still has to be written as if a third-party buyer will read it later — because one day they will.
The sale-leaseback calculator is a first pass on the deed. The Portfolio Capital Analysis is where practice-sale timing, who occupies, and whether the dirt should move in the same season get separated. Tax clocks are a CPA question; this page will not answer them.
The alternative you'd reach for
Sale-leaseback versus bundling the building into the company sale
Bundled sale
A bundled sale is one close, one buyer, one check. It is faster when the practice or plant buyer will take the deed at a price you will accept. It is expensive when that buyer is underwriting operations and treating real estate as a residual.
Selling the building separately — or keeping it — is how operators capture a net-lease bid, or keep a residual, instead of taking the operations buyer's number on the dirt. American Net Lease advises on the real-estate side. It does not broker the practice or plant sale.
1031 treatment, when it applies, starts when the real estate closes. That is a tax-advisor question. We will not answer it in a use-case paragraph.
Timeline
Decide who occupies before you decide who buys the deed.
A Portfolio Capital Analysis is offered within 48 hours of a complete submission. Location, current debt, last year's occupancy-level earnings, and whether a practice sale is already in motion are enough to start.
If the company buyer will be the tenant, that lease is the product. If you stay, you are the tenant. Vacant fee-simple is a different bid.
Company sale and real-estate sale run on their own diligences. Do not promise either buyer that the other clock is already done.
Worked example
A retiring dentist, a practice bid, and a building the DSO will not price
Illustrative — not a closed transactionQuestions
Business-exit FAQ
Can I sell the practice and keep the building as a landlord?
Yes. That is one of the three honest outcomes: sell both separately, sell the company and keep the deed, or sell the deed and keep operating for a term. Keeping the deed only works if the successor lease would still clear a third-party buyer later.
What if I already sold the practice and I am the landlord?
Then you are already in the leftover-building seat. The question is whether that lease would clear a net-lease buyer at a price you will accept. If the lease was never engineered, fix what you can still fix before you market the deed.
Should I 1031 the real-estate proceeds?
Often that is available if the sale is of real property and you follow the clocks. The clocks start when the real estate closes. That is a tax-advisor question this page will not answer.
How do I start?
Request a confidential Portfolio Capital Analysis. Location, current debt, last year's earnings, and whether a company sale is already in motion are enough to start. Call (239) 236-2626.
Get a confidential read on the leftover building.
Location, current debt, last year's earnings, and whether a company sale is in motion are enough to start.