Selling an EMR & Health Tech Business

Most EMR and EMR-adjacent businesses are valued off cash flow, but the multiple usually moves on healthcare-specific risk. Buyers look hard at re-bid exposure, interface repeatability, security readiness, and how services-heavy implementation and support really are. If “subscription” revenue depends on ongoing custom work, many buyers price it closer to a services-backed software business. Start with Rejigg’s free valuation calculator, then pressure-test it using your re-compete calendar and post-go-live support load.

No. Brokers typically take 5–10% of the sale price for packaging, outreach, and process management that you can run yourself with the right tools. Rejigg gives you buyer access, pre-vetted buyers, digital NDAs, a secure data room, and deal tracking so you can sell directly without paying a commission. Start with the preparation guide, then build your security packet and interface inventory early.

Some EMR deals close in a few months, but healthcare diligence often stretches the timeline. Security reviews, BAAs (Business Associate Agreements) and contracting redlines, and deep interface questions can add weeks. The fastest processes usually share three items early under NDA: a security overview, an integration install list, and an implementation scope summary. Rejigg supports that flow with digital NDAs and a controlled due diligence checklist so you stop repeating the same Q&A with buyer after buyer.

For EMR and PHI-adjacent deals, buyers usually expect more than financial statements. Have a forwardable security packet, an integration install list, a simple go-live status dashboard, and a clear summary of how implementations are scoped and billed. Add your BAA inventory, vendor list, and upcoming re-bids. Rejigg’s data room and QuickBooks import help keep the financial side clean while you organize the healthcare-specific packets. Use the seller prep guide as your checklist.

Most buyers start with the practical basics: where PHI enters, what you store, how long you retain it, and who can access it during support. They also look at how you perform in the same vendor security reviews your hospital and state customers run. A clear, forwardable security packet can cut weeks off diligence. On Rejigg, you can share these artifacts under digital NDA and control access as trust builds. If financing is part of the conversation, buyers often model payments early using the SBA loan calculator.

A BAA is the agreement healthcare customers require when a vendor may touch protected health information. In an acquisition, BAAs matter because the buyer inherits your obligations and your subcontractor chain. Surprises like missing BAAs, unclear subcontractor access, or the wrong vendor named in an agreement can cause late-stage delays. Keep an inventory of BAAs, hosting vendors, support tools, and any contractors with production access. Rejigg’s data room makes it easy to share the inventory and signed agreements during diligence.

Sometimes. SBA lenders usually want steady cash flow, clean books, and delivery risk they can understand. If revenue depends on a few large health system or state contracts, repeated re-competes, or heavy ongoing services work, lenders may underwrite more conservatively or require more equity. It’s still worth modeling early so you know which buyers can realistically finance the deal. Rejigg’s SBA loan calculator helps you and buyers sanity-check payments and structure before you spend weeks negotiating.

Start with revenue by contracting entity, then show the footprint underneath it. Buyers want to see sites live, sites pending, usage, and who can cancel or expand. One “logo” might represent dozens of facilities. A state program might look like one customer but behave like many grantees and re-bids. A simple contract-to-sites view makes renewals and concentration easier to trust. Rejigg lets you keep that map in the data room and share it consistently with each serious buyer under NDA.

A working capital adjustment is a closing true-up for normal day-to-day balances like payables, prepaid expenses, and sometimes deferred revenue. In EMR deals, the debate often centers on billed-but-not-live implementations, prepaid support, and how you treat onboarding fees that are paid upfront. Define what “normal” working capital looks like in your business so you are not surprised at closing. The negotiation guide walks through how to set a reasonable target tied to your actual operations.

Earnouts tie part of the purchase price to future performance, often retention, new go-lives, or expansion milestones. In EMR businesses, they can get complicated because outcomes are sometimes driven by hospital IT queues, security reviews, and procurement re-bids. If an earnout comes up, push for metrics you can measure cleanly and influence directly. Also, define “live” and “renewed” in writing so there is less room for arguments later. Rejigg’s offer comparison view helps you line up earnout terms side-by-side and see the real risk.

Buyers usually want enough overlap to feel safe through at least one high-stress window. That could be an EMR upgrade cycle, a re-compete, or a high-stakes go-live. A common setup is 3–6 months of structured handoff, then lighter availability. Strong transitions have named owners for interfaces, security, and flagship accounts, plus written escalation paths. Rejigg’s transition planning guide helps you map responsibilities so the buyer is not relying on your personal phone number.

Most buyers expect coverage that matches healthcare risk and customer contract requirements. That often includes cyber coverage, plus professional liability if your product affects clinical workflow, billing workflow, or reporting that can trigger customer penalties. Requirements vary by customer type and how directly you touch claims or clinical decision-making. Keep policies, limits, and any past incidents organized so diligence stays simple. Rejigg’s data room is designed to share these documents under NDA with clear permissions and an audit trail of who accessed what.

Deals usually stall when the buyer cannot match the pitch to operational reality. Common pain points are signed customers stuck pre-go-live, “recurring” revenue that depends on ongoing custom work, or security gaps that slow enterprise reviews. Share your security packet, integration install list, implementation scope, and go-live status early under NDA so the buyer’s IT and security stakeholders can review quickly. Rejigg supports this with buyer vetting, digital NDAs, and a controlled data room. See due diligence and closing.

You can, but buyers often discount or structure around the uncertainty if a meaningful portion of billing depends on customers that are signed but not stable in production. Go-live delays can be normal in EMR land, especially when the blocker is hospital security, interface validation, or an internal IT backlog. Bring a clean status view: what is stuck, why it is stuck, and what you typically do to unblock it. Rejigg’s deal tracking and data room help you present that pipeline clearly across buyer calls.

Taxes depend on the deal structure and what the buyer is purchasing. Software assets, customer contracts, and services revenue can all be treated differently. Buyers often prefer asset purchases to limit risk, while sellers often prefer stock sales for tax reasons. In EMR deals, contract assignment, BAAs, and vendor obligations can also influence what structures are workable. Get your tax advisor involved once terms are real, and confirm the structure matches what your contracts allow. Rejigg’s negotiation guide helps you spot terms that change tax outcomes.

A non-compete limits the seller from starting or joining a competing business for a period of time. In EMR and health tech, it is common because buyers are purchasing trust with hospitals, integration know-how, and workflow expertise that can be rebuilt if the seller immediately re-enters the same niche. The right scope varies by segment and your future plans. Keep it practical and specific to how you actually compete, including particular EMR ecosystems or program categories when that is the real market.

Use staged disclosure. Early on, share sanitized materials under NDA. Share contracts, customer names, and system-specific details only after a buyer shows real intent and a credible timeline to close. In healthcare, one leak can trigger procurement noise or distract your implementation team at the worst time. Rejigg helps by pre-vetting buyers, collecting digital NDAs, and letting you control exactly which folders each buyer can see in the data room. For a process map, start with finding buyers and diligence.

Compare offers on the healthcare specifics that tend to bite later. Look at how much is paid at close versus tied to renewals, go-lives, or security milestones. Check whether the buyer’s model reflects re-bid risk and the real cost of post-go-live support and interface maintenance. Also, compare who is taking contract and compliance obligations, plus transition expectations. Rejigg’s deal tracking lets you compare terms side-by-side, including price, earnouts, seller financing, and timelines, so you can choose the offer most likely to close.

A CIM is a confidential overview you share with serious buyers after an NDA. In EMR deals, strong CIMs lead with the healthcare realities: your interface inventory, your definition of “live” and how many sites are live, security readiness, re-bid exposure, and implementation and support economics. Then they back into financials and growth. Buyers do not mind hard truths when they are clearly explained and supported. Rejigg helps you keep the CIM and supporting packets in one controlled place so every buyer sees the same story.