Surgical Facilities

Selling Your
Surgical Facility?

The right answer starts with your priorities.

Merritt Healthcare Advisors represents ambulatory surgery centers, surgical hospitals, and multi-specialty outpatient facilities in sell-side transactions and strategic partnerships with the leading health systems and private-equity buyers. We focus on sell-side mandates, helping our clients find the right partner to support their next phase of growth.

The Decision Point

A decision worth making deliberately.

The decision that used to be optional, stay independent and keep doing what’s worked, now has to be made deliberately, instead of by default.

Every ASC owner reaches a point where continuing to run the business exactly as-is stops being the safe choice and becomes the riskier one. Staffing costs have outpaced reimbursement growth for years. Capital needs for equipment and growth compete directly with distributions. Succession timing rarely arrives on a convenient schedule. And consolidation is happening around independent centers whether or not their owners choose to participate in it.

None of that means selling is the right answer for every owner. This page covers what’s actually driving deal activity right now, what determines value in a transaction, and what the process actually involves once you start it, including the perspective of Merritt’s own founder, Matt Searles, who has personally overseen more than 100 ASC transactions nationwide. More on that below in “The Operator’s Perspective.”

Market Context

Why This Is Happening Now.

The shift of surgical care to the outpatient setting has moved from trend to structural reality, and for owners of well-run ASCs it has created a favorable partnership market. Recent regulatory changes are driving it directly: Medicare is gradually phasing out its inpatient-only list, which opens more procedures, especially musculoskeletal ones, to the outpatient setting, while loosening the criteria that once limited which procedures could be performed in an ASC.

The market has already responded at scale. Health systems and national operators have been acquiring and building outpatient surgical platforms, a clear signal that scaled outpatient ownership is now seen as strategically essential, not optional.

Most ASCs in the U.S. remain independent, and many are physician-owned, even as a handful of national operators have grown large through acquisition. That independent pool is what this market is competing over.

The practical upshot for an independent owner: capital, both strategic and financial, is actively competing for quality ASCs right now, and the range of credible partnership structures is wider than it’s been in years.

Matt Searles

Matt Searles, MBA

Founder & Managing Partner

Partner Spotlight

100+ ASC transactions.
One operator’s perspective.

Our founder, Matt Searles, has been involved with healthcare facilities through Merritt Healthcare Holdings since 2001. That operating experience, not just advisory experience, shapes how our team approaches every ASC engagement we take on.

What Drives Value

What Actually Drives Value in an ASC Sale.

Buyers underwrite an ASC on a specific, learnable set of factors: payer mix and in-network status, case and specialty mix, physician alignment, staffing cost structure, supply chain efficiency, real estate and facility considerations, and quality of earnings. Owners who understand these levers before going to market are the ones who capture the value that’s actually there, rather than leaving it for a buyer’s diligence team to find first.

01

Staffing: usually the single largest expense

Personnel costs are typically the biggest line item in an ASC’s cost structure, and they’re less fixed than most owners assume once benchmarked properly. Salaries and wages vary meaningfully with specialty mix, facility size, and region. The point isn’t a single benchmark; it’s that staffing cost is a legitimate, benchmarkable lever, not a fixed cost owners have to accept as-is before a sale.

02

Supply chain: the second-largest, and often the most overlooked

Medical and surgical supplies are typically the second-largest expense category after staffing, and orthopedic-heavy centers tend to run higher still. Two levers move that number: participating in a group purchasing organization sized to the center’s actual case mix, and right-sizing inventory. None of it is complicated; most of it simply hasn’t been done.

03

Occupancy, real estate, and normalization

Lease and occupancy costs are a smaller but real share of the expense base, and a frequent source of avoidable value leakage. Nonrecurring or nonoperational expenses (legal, consulting, one-off marketing) also need to be identified and normalized out of the earnings picture; left in, they understate what the business actually earns and depress the valuation a buyer will support.

Proof point: California Specialty Surgery Center, an orthopedic spine-focused ASC in Mission Viejo, California, had seen patient volume dwindle to less than half its former level as insurers pushed patients toward in-network care. Merritt modeled the facility’s value on in-network contracts a buyer with hospital-system leverage could realistically negotiate, identified acquirers with the market presence to secure those contracts, and ran a competitive process, resulting in an offer from a major hospital system at 15 times current earnings, well above the center’s own initial expectations.

The Advisory Process

How the Process Works.

01

Confidential Marketing

Presented to the market without broadcasting the decision to sell before it’s your choice to do so.

02

The CIM

Often up to 100 pages, making the full clinical, operational, and financial case.

03

Buyer Outreach & Screening

Credible strategic and PE buyers are brought into a competitive process.

04

IOIs & LOI

Indications of interest, then a letter of intent from the buyer selected to move forward.

05

Diligence & Closing

Governance, staff continuity, and compliance negotiated alongside price.

Timeline: this process consistently runs nine months to over a year in length, so starting the conversation early is imperative.

Operator Perspective

Put the Operating Business Into the Conversation.

Our founder, Matt Searles, has personally overseen more than 100 ASC transactions nationwide. His deep sector experience gives him a first-hand read on the decisions this page covers, not a secondhand one.

Writing in Becker’s ASC Review in March 2018, Matt argued that buyers were tightening around quality-of-earnings criteria even as the acquisition market stayed active, rewarding diversified, in-network revenue and sustainable succession planning. In separate Becker’s interviews in 2019, he identified margin compression, a payer mix shifting toward more government payers, scale requirements from alternative payment models, and the clinical migration of higher-acuity procedures into the ASC setting as the trends reshaping the industry. Those were calls made years before the CMS rule changes reshaping the market today went into effect.

Frequently Asked Questions

Answers to Start the Discussion.

How is an ASC actually valued?

Not simply as a multiple of trailing-twelve-month EBITDA, despite that being the common assumption. Buyers project the center’s earnings forward and discount them at their own cost of capital, so sustainability and growth potential matter as much as the trailing number.

Will I lose control of clinical decisions after a partnership?

Not under a properly structured deal. Board representation and defined supermajority approval rights on physician-priority items are standard in these structures today.

How long does an ASC sale or partnership process take, start to finish?

Consistently nine months to over a year, from initial engagement through closing. Starting the conversation early is imperative.

Can I run this process myself instead of hiring an advisor?

Physicians can, and some do, but this is typically the single largest financial transaction of an owner’s career, done once, against buyers who complete these transactions regularly. An advisor’s job is to close that experience gap. The discussion should also cover retirement provisions and management contracts.

What’s a CIM, and why does it matter?

A confidential information memorandum: the core document that makes the clinical, operational, and financial case for the business to prospective buyers, often running up to 100 pages.

What’s the difference between working with an investment bank and going directly to a buyer?

Going direct means negotiating against a counterparty that runs this process for a living, alone, with no competing bid to create leverage. An advisor-run process puts credible buyers in competition with each other.

Start a Conversation

Thinking About Selling Your Surgery Center?

That’s a conversation, not a commitment. Reach out for a confidential discussion.

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Gain insights from the healthcare industry’s leading M&A experts

Merritt Healthcare Advisors (“MHA”) is focused exclusively on representing owners of middle-market healthcare businesses considering strategic options, whether selling an interest in their organization, creating a new partnership or growing through acquisition.