william p prescott, dental speaker

Wickens, Herzer, Panza, Cook & Batista Co.
35765 Chester Road
Avon, OH  44011-1262

(440) 695-8067 (Office)
(440) 320-8984 (Cell)

WPrescott@WickensLaw.com
PrescottDentalLaw.com


TOPICS:

  • Business/Financial
  • Dental Law
  • Group Practice
  • Practice Management
  • Practice Transitions

William P. Prescott, Esq, EMBA

William Prescott’s presentations educate the dentist or dental specialist on all business, legal and tax aspects of practice exit and entry choices, co-ownership, associateships, valuations, hiring and retaining quality employees, retirement plan funding and personal planning.


If you are planning on leaving your practice within the next 10 years, this course discusses the finite exit strategies from which to choose. It examines all business, legal and tax aspects for each one to share with your advisors. There is a discussion of the importance of profitably in operating your practice prior to retirement to maximize value without significant capital expenditures

Learning Objectives

  • Determine the right exit choice for you.
  • Understand how to avoid significant business, legal and tax risks for each exit choice by understanding what they are.
  • Understand the key elements of post-retirement employment, retirement plan distributions, providing health insurance for you and your staff through 2014, real estate disposition, entity dissolution and transfer of your goodwill.

Curriculum:

  • Steps To Retirement — What Needs To Be Done and How Long Will It Take!
  • The Game Plan — 10 Years, 5 Years, 2 Years, 1Year, Now!
  • Assessing Exit Options — The Number is Finite.
  • Locating Your Successor — Five Ways To Do This.
  • Calculating Practice Value Now and Predictions for the Future.
  • Seller and Purchaser Due Diligence.
  • Negotiating a Win-Win Sale and Acquisition.
  • The Letter of Intent.
  • Restrictive Covenants That You Can Agree Upon When You Leave.
  • Defining Your Post-Retirement Employment — Employee or Contractor?
  • Purchasing, Paying For and Using Technology.
  • Family Practices Under the Unfair Tax Laws.
  • Co-Ownership for Large and Specialty Practices — Why and Why Not?
  • Why Solo Group Arrangements Make Sense.
  • Mergers and Office Sharing Arrangements — What Works and What Doesn’t!
  • Updating Your Facility Lease for Retirement.
  • When and How to Sell the Practice Building?

Suggested Format: Partial Day
Suggested Audience: Dentist

The three business, legal and tax structures for associate buy-ins and owner buy-outs are discussed. You learn what can and cannot be done and why. This program also covers how to restructure faulty ownership arrangements and dispute resolution to avoid costly split-ups that can damage your practice.

Learning Objectives

  • Determine whether you should hire an associate for future ownership in light of your profitability, number of patients, facility size and personal objectives.
  • Understand the important business, legal and tax structures for the associate buy-in, your future buy-out and practice operations, including profit distribution choices, decision-making control and employment of family members as doctor(s) and/or staff.
  • Recognize and understand the tax risks that the IRS considers very important in order to complete your co ownership without risk and scrutiny.

Curriculum:

  • Hire an Associate for Future Ownership or is Another Exit Strategy Better?
  • The Associate Needs Analysis for Sole and Multiple Owners.
  • Locating the “Right” Associate.
  • What Needs to be Done Before the Associate Interviews.
  • The Associate Interview Process and Questions to Ask.
  • Worker Classification for the Associate.
  • Important Associate Employment Provisions.
  • Calculating Associate Compensation, Benefits and Bonuses.
  • Restrictive Covenants or No Restrictive Covenants?
  • Valuation of a Fractional Practice Interest.
  • We Can’t Deal With The Buy-Ins, Unless We Deal With The Buy-Outs.
  • Practice Groups With More Than Two Owners and Owners the Same Age.
  • Structuring the Associate Buy-Ins and Owner Buy-Outs So Everyone Wins!
  • The Four Tax Risks, What the IRS Thinks is Important and Why.
  • Getting Out For Cash.
  • Buy-Sell Agreements Triggering Events and Value Formulas.
  • Allocating Owner Compensation, Direct Business Expenses and Benefits.
  • Decision-Making, Who’s the Boss?
  • Family Members in the Practice as Staff.
  • The Unfair Tax Laws when Selling to a Family Member.
  • Post-Retirement Work — You Are an Employee, Not a Contractor.
  • Dealing With the Real Estate, Time To Get Out or In?

Suggested Format: Partial Day
Suggested Audience: Dentist

Your options for entering practice, including associateships (permanent and those leading to coownership), acquiring a practice or establishing a practice are discussed. Topics include assembling and paying your advisory team, associate contracts, being elevated to ownership, purchasing your practice, obtaining financing, entity selection, practice valuations, due diligence and operations when you become the/an owner.

Learning Objectives

  • Determine your best choice for practice entry and your future in dentistry in light of all options so you do it right the first time.
  • Recognize the key issues and decision points for associating and future ownership.
  • Understand the operational issues facing you after full or fractional ownership, including payment of your compensation, direct business expenses, staff employment, health insurance, retirement plan adoption, while accounting for revenue in light of operating expenses.

Curriculum:

  • Practice Entry Choices and Comparing Different Options Simultaneously.
  • Practice Entry Choices and Comparing Different Options Simultaneously.
  • Selecting and Paying Your Advisory Team and the Role of Each Advisor.
  • Locating Opportunities — How is This Done?
  • Associate Employment and Important Employment Agreement Provisions.
  • Working for a Corporate Practice or Clinic — What You Need to Know?
  • Calculating Value Now and in the Future.
  • Obtaining Financing — Do Lenders Still Lend?
  • Buying Your Practice and Continued Seller Employment.
  • Do You Need a Letter of Intent and an Earnest Money Deposit?
  • Due Diligence — Will Patients Stay and Referral Sources Refer?
  • Obtaining a Lease and Building Ownership.
  • Entity Selection for the Practice and Building.
  • Co-Ownership/Partnerships — The Complexities of the Buy-In, the Buy-Out, Decision Making Control, Compensation Allocations and
    Employment of Family Members. Three Methods — Which One, When and Why?
  • Why Solo Group Arrangements Make Sense.
  • Warming Up a Cold Start?
  • Now You are an Employer!

Suggested Format: Full or Partial Day
Suggested Audience: New Dentists / All Dentists

Learn to identify what you need to know about: (a) retirement plan design, funding and asset accumulation; (b) directing your estate at death in the manner you choose; and (c) maximize profitability and minimize stress of practice through business planning.

Learning Objectives

  • Evaluate your future or existing practice options and possible real estate ownership in light of the retirement plan contribution levels you choose to make, while protecting those assets you have.
  • Understand the necessary steps to direct your estate at death in accordance with your wishes.
  • Understand how strategic planning can help your practice profitability and minimize your stress.

Curriculum:

  • Pending and New Legislation Affecting Your Practice.
  • Understanding the Importance of Liability Protection Through Appropriate Entity Selection and Maintenance.
  • Understanding What Asset Protection Is and Is Not.
  • Accumulating Assets, Where Do We Start?
  • Providing Health Insurance and Other Benefits for You, Your Family and Staff.
  • Designing the “Right” Retirement Plan for Your Practice.
  • Estate Tax Update After January 1, 2013.
  • The First Step, the Estate Inventory.
  • Directing Your Estate the Way You Choose Upon Death.
  • The Importance of Strategic Planning and Effective Measurements.
  • Dealing With Change.
  • Working with Your CPA and Practice Consultant to Manage Profitability.
  • Negotiating Your Practice Facility Lease.
  • Determining Your Rent and Selling or Acquiring Your Practice Facility.
  • Designing, Expanding or Relocating Your Practice Facility

Suggested Format: Full or Partial Day
Suggested Audience: Dentist

William P. Prescott, Esq, EMBA represents dentists and dental specialists in the areas of developing business and tax structures for co‑ownership, associate buy‑ins, owner buy‑outs, compensation planning, practice sales and acquisitions, valuations, group practice and solo group arrangements, dispute resolution, fringe and employee benefits, and business and tax planning.

He is the author of numerous books and articles on the law and dentistry.

Mr. Prescott is a member of the Business Organizations & Tax Department and serves on the Board of Directors of Wickens, Herzer, Panza, Cook & Batista, Attorneys at Law. Prior to practicing law with the same firm for 28 years, Mr. Prescott worked in the dental equipment and supply industry, primarily with Saslow and Meer Dental Companies, for 16-1/2 years as a territory representative, equipment specialist and General Manager, Saslow Dental Company — Northern Ohio.

Martindale-Hubbell has awarded Mr. Prescott an AV rating for preeminent legal ability and having the highest ethical standards. Mr. Prescott has also been elected as a Fellow, American College of Tax Counsel.

Practice Focus:

  • Practice Succession Planning
  • Practice Entry Planning
  • Owner Buy-Outs
  • Associate Buy-Ins
  • Group Practice Representation
  • Succession Planning
  • Practice Valuations
  • Practice Sales and Acquisitions
  • Solo Group Arrangements
  • Employment Agreements
  • Employment Relations
  • Employee Benefits
  • Entity Selection and Dissolution
  • Practice Facility Lease, Sale and Purchase

Bar Admission:

  • 1989 State of Ohio

Education:

  • 1972 Cleveland State University (B.B.A., Marketing)
  • 1984 Baldwin-Wallace College (Executive M.B.A., Systems Management)
  • 1988 Cleveland-Marshall College of Law (J.D.)

Professional & Civic Affiliations:

  • American Bar Association, Section of Taxation, Closely Held Businesses Committee (Chair 2007-2009 Term, Vice-Chair, Professional Practices, 2009‑Present)
  • Fellow, American College of Tax Counsel
  • Editorial Board – The Practical Tax Lawyer, American Law Institute (2007-Present)
  • Small Business Council of America
  • Cleveland Metropolitan Bar Association
  • Ohio State Bar Association
Selected Past Speaking Engagements:

  • Virginia Dental Association, Annual Session
  • American Association of Endodontists, Annual Meeting
  • Chicago Dental Society, Midwinter Meeting
  • American Association of Orthodontists
  • American Academy of Dental Group Practice

Why choose Mr. Prescott?

  • Bill represents dentists and dental specialists in the areas of developing business and tax structures for co‑ownership, associate buy‑ins, owner buy‑outs, compensation planning, practice sales and acquisitions, valuations, group practice and solo group arrangements, dispute resolution, fringe and employee benefits, and business and tax planning.
  • He is the author of numerous books and articles on the law and dentistry.
  • Bill is a member of the Business Organizations & Tax Department and serves on the Board of Directors of Wickens, Herzer, Panza, Cook & Batista, Attorneys at Law.
  • Prior to practicing law with the same firm for 28 years, Bill worked in the dental equipment and supply industry, primarily with Saslow and Meer Dental Companies, for 16-1/2 years as a territory representative, equipment specialist and General Manager, Saslow Dental Company — Northern Ohio.
  • Martindale-Hubbell has awarded Bill an AV rating for preeminent legal ability and having the highest ethical standards.
  • Bill has also been elected as a Fellow, American College of Tax Counsel.

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Articles

“Group Practice: Look before you leap, especially into a nontraditional group” (Part 1), Dental Economics, July 2017

“The dental associate contract” (Part 2), Dental Economics, June 2017

“The dental associate contract” (Part 1), Dental Economics, May 2017

“Personal Goodwill in Asset Sale of “C” Corporations”, The Practical Tax Lawyer, Spring 2017, Co-authored with Mark G. Sklarz, Jeffrey M. Dirmann, Evangeline V. Kliegman

“Worker Classification Issues: Generally and in Professional Practices”, The Practical Tax Lawyer, Winter 2017, Co-authored with Mark P. Altieri, J.D., LL.M., CPA, PFS; Kelly A. VanDenHaute, J.D.; Russell I. Tietz, CPA

Books

Joining And Leaving the Dental Practice, Third Edition (To Be Released in Early 2018)

Joining And Leaving the Dental Practice, Second Edition, Berning & Affiliates, Inc., 2012

Joining And Leaving the Dental Practice, First Edition, 2008

Business, Legal, And Tax Planning for the Dental Practice, Second Edition, PennWell Corporation, 2001

Business, Legal, And Tax Planning for the Dental Practice, First Edition, PennWell Corporation, 1994

The Practice Acquisition Handbook, Berning & Affiliates, Inc., 1997

The Limited Liability Company and Other Entities for Dentistry, Berning & Affiliates, Inc., 1996