The medical spa owners who win when it comes time to sell their practice prepare early, present a clear story, and keep control of the details that protect value all the way to the wire. A great buyer helps, but preparation is what turns interest into a premium outcome.

At TUSK, we see the same avoidable mistakes again and again. Most are fixable with a short readiness sprint, a clean valuation, and a disciplined market approach. Below are the pitfalls that most often trip sellers, and the practical fixes that prevent them.

1) Negotiating With One Medical Spa Buyer

Many owners start with the MSO or private equity group that’s already calling. It feels easy and private, until you realize you’ve traded leverage for convenience. Without competitive tension, prices drift down, structures skew buyer-friendly, and timelines expand.

The fix: You should run a marketed sales process with a curated set of MSOs and private equity groups that actually fit your size, service mix, and growth profile. You’ll keep the conversation confidential, but you’ll also create real choice on valuation, on terms, and on the partner you ultimately join. This puts you in the drivers seat of your own exit.

2) Messy Books and “Soft” EBITDA

In any practice sale, messy books invite adjustments to deal terms and valuation. The medical spa buyers will be conducting a financial audit of your business, and having your books tell a clear story will allow you to not encounter retrades.

The fix: Before you do anything, get a valuation from a medical spa broker that normalizes EBITDA and documents add-backs in plain English. At TUSK, we provide this complimentary, so you have a defendable baseline before buyers ever see your numbers. From there, keep monthly closes consistent and segment revenue (injectables, energy devices, retail, memberships/packages) so trends are obvious and credible.

Pro tip: Prepaid packages and memberships are deferred revenue. Track balances and redemptions tightly because buyers will.

3) Practice Compliance That’s “Good Enough”

Med spas operate at the intersection of corporate practice of medicine rules, supervision requirements, HIPAA, and strict advertising standards. “We’ll clean it up later” is not a strategy; it’s a speed bump.

The fix: Right-size your structure and governance before you launch. Confirm your MSO/clinical entity alignment, management fees, and physician ownership with healthcare counsel. Refresh collaborative agreements and supervision logs. Tighten HIPAA access controls and document your risk assessment. None of this is glamorous, but it keeps diligence straightforward and protects value.

4) Overlooking Working Capital and Deferred Revenue

Great price, disappointing wire. That’s what happens when the working capital peg or deferred revenue treatment is handled casually. When you sell, the buyer expects the business to come with a normal amount of short-term “fuel” so it can run on Day 1. That fuel is called working capital. It usually includes accounts receivable, inventory, and prepaid expenses, minus accounts payable and accrued expenses. Cash and debt are typically excluded.

To keep things fair, the buyer and seller agree on a target amount called the peg. The peg is usually the average working capital over the last 12 months, adjusted for seasonality. At closing, your actual working capital is compared to the peg.

Many med spas collect cash before providing all the services. Think memberships, treatment packages, and gift cards. The unperformed portion is a liability called deferred revenue, because the buyer will need to deliver those future services after closing without collecting new cash for them.

Buyers want a clean schedule that shows:

• Each package or membership sold, how much has been used, and how much remains
• Gift card balances, with a policy for breakage that matches history and state rules
• Historical redemption patterns, so they can forecast the cost of delivering what is owed

If deferred revenue is understated or poorly tracked, buyers will protect themselves by lowering the price or holding money back. If it is mapped clearly, you can agree on exactly how the liability is handled and avoid last-minute cuts.

The fix: Working alongside your medical spa broker, benchmark a fair peg using a 12-month average (adjusted for seasonality) and map all liabilities for unredeemed packages, memberships, and gift cards with historical redemption. The clarity now will avoid a painful true-up later.

5) Underestimating People and Culture

Revenue walks on two legs. Surprises around non-solicits, compensation plans, or post-close expectations can spook a buyer or trigger a wave of departures after close.

The fix: Refresh provider agreements, align on how comp plans convert post-close, and identify key staff who should receive stay incentives. Just as important, script how and when you’ll communicate the transaction internally. Protecting morale protects revenue.

6) Selling Your Medical Spa Before You’re Ready

If you launch before the numbers, story, and team are set, you’ll spend diligence reacting instead of negotiating. At TUSK, we prepare our clients to sell when the market can meet their financial needs, and the practice is well-positioned to maximize results. Don’t allow other brokers to push you into selling when the timing is not correct. The decision to sell your medical spa should be thought-through and planned.

To recap, how should you prepare when selling your medical spa: 

• Get a complimentary valuation to understand what the true value of your medical spa is
• Conduct a light legal/compliance review (structure, HIPAA, claims)
• Clean monthly closes and current deferred-revenue schedules
• Update provider contracts and a simple internal communications plan

With those pieces in place, you can move fast and keep bidders focused.

How To Maximize The Value of Your Medical Spa

We specialize in premium outcomes for premium medical spa practices. That starts with TUSKVal™, our complimentary valuation where our analytics team translates your story into numbers buyers trust. From there, we run a disciplined, confidential process with a curated buyer list to create real competition while we architect terms that protect the long-term value of your transaction.

If you’re considering a sale in the next 6–18 months, we can give you a clear, complimentary read on value and a short list of steps that would strengthen your position before a buyer ever sees your numbers.