The sale closes. The wire transfers. And then the most operationally complex phase of a practice transition begins. Lumina's post-sale consulting architecture protects the seller's earnout, the buyer's investment, and the patients who built both.
Initialize Practice Equity AssessmentThe capital structure is set at close. The multiple is determined at close. But whether that multiple is justified โ whether the practice actually delivers the cash flows the buyer underwrote and the earnout the seller was promised โ is decided in the 90 days that follow. Lumina Medical Capital provides the operational consulting architecture that makes the post-close period a strength, not a vulnerability.
The single greatest risk to post-close revenue is staff departure. Front desk and clinical staff who leave in the first 60 days take institutional knowledge, patient relationships, and scheduling efficiency with them. Lumina structures retention incentive plans โ tied to the transition period timeline โ that align staff financial interests with transaction success.
How ownership transition is communicated to patients determines whether they schedule their next appointment with the incoming OD or begin shopping alternatives. Lumina develops multi-touch patient communication strategies โ direct mail, portal messaging, in-office signage โ that frame the transition as a clinical continuity event, not a change in care.
When a transaction includes earnout provisions โ typically tied to 12โ24 months of post-close revenue or EBITDA performance โ the seller's remaining proceeds depend on execution quality in a practice they no longer control. Lumina monitors earnout-relevant metrics and advises sellers on legitimate operational levers to protect their contractual performance obligations.
Medicare, Medicaid, and private payer enrollments do not transfer automatically. The incoming OD must credential under their NPI while the selling OD's enrollment remains active โ or revenue gaps occur. Lumina coordinates credentialing timelines with billing operations to ensure zero revenue disruption during the provider credentialing transition window.
A structured transition protocol transforms the most chaotic period in a practice lifecycle into a documented, milestone-managed process that protects all parties.
The first two weeks are entirely focused on continuity: verify payroll system transfer, confirm vendor payment terms, audit insurance panel enrollment status for incoming provider, activate patient communication protocol, and hold all-staff meeting with incoming and outgoing ODs present. No operational changes are made during this window โ the goal is zero patient-visible disruption.
The outgoing OD introduces the incoming provider to complex medical patients, specialty referral networks, and high-value optical accounts. Scheduling is structured to run parallel appointment types initially โ the incoming OD observes before practicing independently. Non-compete geography and duration verification ensures no inadvertent violations occur during the transition period.
By day 45โ60, payer credentialing for the incoming provider should be complete or nearing completion. Billing operations shift from outgoing to incoming NPI. Revenue per encounter is benchmarked against the trailing-12-month baseline to identify any payer mix disruption, coding pattern changes, or scheduling efficiency losses requiring immediate intervention.
Months four through six establish the earnout performance baseline. Active patient recall rates, new patient acquisition velocity, optical capture rate, and revenue per exam are tracked against the acquisition model assumptions. Sellers with earnout provisions receive a monthly dashboard through Lumina's transition monitoring platform โ transparent documentation of performance against the contractual threshold.
Not all earnouts are equal. The structure of the earnout provision determines how much of the seller's remaining proceeds are truly within their control versus dependent on the buyer's operational decisions.
| Earnout Type | Metric Basis | Seller Control Level | Lumina Recommendation |
|---|---|---|---|
| Revenue Earnout | Gross collections โฅ threshold | High โ seller influences directly | Preferred structure |
| EBITDA Earnout | Adjusted EBITDA โฅ threshold | Medium โ buyer controls expenses | Negotiate expense cap provisions |
| Patient Retention Earnout | Active patient count โฅ baseline | High with proper transition execution | Pair with communication strategy |
| Milestone Earnout | Specific operational achievements | Variable โ milestone-dependent | Define milestones in writing pre-close |
| Net Income Earnout | After-tax net income โฅ threshold | Low โ buyer controls accounting | Avoid or negotiate aggressively |
Post-sale consulting begins with a well-structured exit. Explore Lumina's complete exit strategy framework โ all seven structures, their multiples, timelines, and tax outcomes โ before the transaction begins.
Explore Exit Strategies โLumina accompanies Arizona optometry sellers through the full transaction arc โ not just to close, but through the transition period that determines whether the multiple you earned is the multiple you receive.
Initialize Practice Equity Assessment