An organization of practicing psychiatrists conducting comprehensive, evidence-based Independent Medical Evaluations (IMEs) for insurers, employers, and legal professionals. Services span accident benefits, personal injury evaluations, long-term disability determinations, and capacity assessments — unbiased, timely evaluations used in claims processing and legal proceedings.

The business sat at the intersection of specialty medical expertise and institutional client demand — two characteristics that buyers in the lower-middle-market healthcare-services space consistently value at premium multiples. The 47% EBITDA margin (on $7.6M CAD revenue) confirmed the operational quality.

The Canadian federal government had recently proposed legislation increasing the capital gains inclusion rate from 50% to 66.67% — a change that would meaningfully reduce net proceeds for Canadian business sellers.

What that meant for our seller: For a Canadian entrepreneur planning to sell a business with a $4M CAD capital gain, the higher inclusion rate would subject approximately $2.67M of the gain to taxation (up from $2M previously), resulting in a substantially higher tax liability. On the much larger gain in this transaction, the impact was significantly greater.

The challenge: compress what is normally a 9–12 month sale timeline into something that could close ahead of the new tax regime. That required moving faster on listing preparation, running a tighter outreach process, and getting buyers to LOI quickly — while still preserving enough competitive tension to drive price.

The seller was unusually well-prepared. He was a recognized figure in the specialty IME space, open to remaining with the business post-sale (signaling confidence in the trajectory), and had positioned the operation as professionally as a $7.6M CAD revenue firm reasonably could.

Like most listings, this owner was at the point where the business was taking off but he was looking for investor help to professionalize further and accelerate growth. That ‘builder looking for a partner’ framing is consistently the strongest seller positioning we see — it pulls in the right buyer mix.

We ran a fast, competitive process. 19 offers came in across the first weeks of outreach. From listing to LOI took just 44 days — well below typical timelines — specifically because we paired urgency communication (around the tax-policy window) with a high-quality business that buyers wanted to move on quickly.

Diligence then took 141 days, which is more typical for healthcare-services deals (regulatory review, payor relationship validation, key-person dependency assessment). We closed in September 2024 — ahead of the tax-policy implementation timeline.

Tax windows are real and worth racing. If a known tax-policy change is on the horizon, the timing decision is often more valuable than additional process time. The seller here gave up a few weeks of additional buyer outreach to beat the deadline — and likely netted significantly more dollars as a result. Talk to your CPA about whether your situation has a similar window.

Equity rollover can be a feature, not a compromise. $20.5M CAD cash at close + equity in the buyer’s parent gave this seller both immediate liquidity and continued upside exposure. For high-conviction sellers who believe in the buyer’s platform, rollover often delivers a materially better total outcome than 100% cash — particularly when the buyer is a growing PE-backed platform.

Specialty positioning + institutional client base = premium multiples. The 19 offers this deal attracted reflect how aggressively the buyer community competes for specialty healthcare services with strong institutional demand. Operators in similar niches (IME, specialty diagnostics, healthcare staffing with payor relationships) often see similar competitive dynamics.