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If you operate a New York Article 28 Diagnostic & Treatment Center (D&TC) — whether that's a multi-specialty primary care clinic, an ambulatory surgery center, a dialysis facility, or an imaging center — you've probably wondered what your practice is actually worth and whether 2026 is the right year to sell.

Short answer: for the right operator, it absolutely is. New York healthcare M&A is at multi-year highs. Behavioral health platform deals are up 47% year-over-year. Recent Material Transactions filings show buyers like Labcorp closing nine-figure NY healthcare acquisitions and PE-backed platforms like Spring Health rolling up digital behavioral health assets.

What follows is the complete owner-operator's guide to selling your Article 28 clinic in 2026 — written by a tri-state business brokerage that closes these deals every quarter. We'll cover what your practice is worth, how the regulatory process actually works, and what to do in the next 12 months to maximize your sale price.

What is an Article 28 D&TC, exactly?

Article 28 of New York Public Health Law authorizes the New York State Department of Health (DOH) to license freestanding clinics that provide physician-supervised diagnostic or treatment services. If your facility's operating certificate references "Diagnostic and Treatment Center" or "DTC," you're an Article 28.

Common Article 28 categories that come up in M&A conversations:

If your facility is licensed by the New York State Office of Mental Health (OMH) instead — that's an Article 31, not an Article 28. Different regulator, different transfer process. We've covered Article 31 sales in our companion guide on Article 31 / MHOTRS clinic M&A.

What is your Article 28 worth in 2026?

Three frameworks every owner-operator should know:

1. EBITDA multiple

Most Article 28 transactions price as a multiple of trailing twelve-month EBITDA (earnings before interest, taxes, depreciation, and amortization). Current 2026 multiples for NY healthcare services:

Multiples expand for owner-operators with strong managed-care contracts (in-network with Healthfirst, Fidelis, MetroPlus, EmblemHealth, Empire BCBS), 3+ year revenue growth, and no payor concentration. Multiples compress for facilities with single-payor concentration above 50% Medicaid fee-for-service, recent OMH/DOH survey deficiencies, or expiring leases without renewal options.

2. Comparable transactions

The most defensible valuation is anchored to comparable transactions. New York DOH publishes every healthcare M&A filing under the Material Transactions law (PHL Article 45-A) for 30 days before close. As of May 2026, the public list shows 27 filings in the past 18 months — buyer/seller, descriptions, and closing dates included. We track all of them.

3. SDE for smaller practices

For Article 28 facilities with revenue under $5 million, valuation often uses Seller's Discretionary Earnings (SDE) at 2–4x rather than EBITDA at 7–11x. If your practice is owner-operated with significant personal expenses run through the business, SDE will produce a more accurate number than EBITDA.

A free, no-obligation Article 28 valuation takes us about 14 days from receipt of three years of P&Ls. Call 201-400-9827 or email steven@nexusbridgebrokers.com to start.

The regulatory process — what actually happens

Selling an Article 28 D&TC isn't like selling a business. There are three regulatory tracks that must run in parallel from LOI to close:

Track 1: Public Health and Health Planning Council (PHHPC) Certificate of Need

Every change of ownership of an Article 28 facility requires a Certificate of Need (CON) application reviewed by the PHHPC Establishment & Project Review Committee (EPRC) and approved by the full PHHPC. Application contents:

Timeline: 4–9 months from CON filing to PHHPC vote. Plan accordingly.

Track 2: Material Transaction Notice (PHL Article 45-A)

If the deal increases NY in-state revenue by $25 million or more, a 30-day prior notice must be filed with DOH using the electronic Material Transactions Reporting Form. The filing is publicly posted for public comment, and the NY Attorney General is notified.

Track 3: Provider Re-enrollment

Medicare provider enrollment via PECOS and NY Medicaid via eMedNY must be re-papered for the new ownership entity. Managed-care plan contracts must be assigned or re-executed with each plan.

Total close timeline from LOI: typically 9–14 months. Seasoned healthcare buyers know this and budget for it.

The Corporate Practice of Medicine question

New York has one of the strictest Corporate Practice of Medicine (CPOM) doctrines in the country. Non-physicians cannot own a private medical practice. Article 28 D&TCs have a narrow ESRD exception — but most other D&TCs require physician ownership of the operating professional corporation (PC), with non-physician investors using a Management Services Organization (MSO) / Friendly-PC structure.

If you're selling to a non-physician buyer, expect them to come with healthcare counsel pre-vetted on the MSO structure. This is normal. The buyer's MSO holds the non-clinical operating business; the licensed PC holds the medical license. A long-term Management Services Agreement (MSA) ties them together.

What to do in the next 12 months to maximize sale price

If you're 12–24 months from a contemplated sale, the highest-value preparations are:

  1. Clean up financials. Three years of audited or reviewed financials in Athena, eClinicalWorks, or Epic Community Connect format. Buyer's quality of earnings (QofE) team will normalize EBITDA and call out add-backs you missed. Don't leave EBITDA on the table by under-reporting owner expenses run through the business.
  1. Document everything. Operating manuals, payor contracts, employment agreements, vendor relationships, lease terms, OSHA compliance binders. The cleaner your data room, the higher the multiple.
  1. Resolve compliance issues now. Any open OMH or DOH survey deficiency is a multiple-compressor. Close them out before going to market.
  1. Reduce single-payor concentration. If 50%+ of your revenue is from one payor, develop alternative streams. Multiples compress 1–2 turns for high concentration.
  1. Renew the lease. Buyers want at least 5 years of remaining lease term. If you own the real estate, decide whether you're selling it with the practice (buyer pays a premium) or doing a sale-leaseback.
  1. Build a 12–24 month transition plan. Buyers value owner-operator continuity. A retention bonus and structured 12–24 month transition agreement is worth 1–2 turns of multiple.

Why work with a healthcare-specific broker?

Generic business brokers don't know Article 28. They quote SBA-financed multiples (2–4x SDE) when your practice should trade at 7–11x EBITDA. They don't have relationships with healthcare-specialist M&A counsel, QofE accountants, or PHHPC regulatory consultants. They don't know how to read a payor mix, an Article 28 operating certificate, or a managed-care contract.

A tri-state healthcare-experienced broker is the difference between an SBA buyer paying $4M for your practice and an institutional healthcare buyer paying $12M for the same practice.

We close NY healthcare deals in the $5–15M+ range. Our buy-side mandate currently includes a healthcare-experienced acquirer actively in market for tri-state Article 28, Article 31, and FQHC-affiliated practices through 2026 and 2027. If your timing is even loosely aligned, the conversation is worth having.

Free Article 28 valuation — no obligation

We provide free, confidential valuations for owner-operators of NY Article 28 facilities. Two-week turnaround. No obligation to sell. No follow-up if there's no fit.

To start: call 201-400-9827 or email steven@nexusbridgebrokers.com. Mention this article and we'll prioritize your valuation.

Frequently Asked Questions

How long does it take to sell an Article 28 clinic in New York?

From LOI to close, expect 9–14 months. The PHHPC Certificate of Need process is the long pole — 4–9 months from filing. Material Transaction notice is 30 days. Diligence and document preparation runs in parallel.

What multiple should I expect for my Article 28?

Single-site D&TCs trade at 7–9x EBITDA in 2026. ASC platforms 8–11x. Behavioral health (Article 31) 8–12x. Imaging 6–8x. Dialysis 7–10x. Multi-site platforms can trade at the upper end. Smaller practices may trade on SDE multiples (2–4x) instead.

Do I need to disclose to my staff and patients before the sale closes?

Generally not. Most Article 28 sales are conducted under NDA until just before close. Your broker should run a confidential process. Patients and staff typically are notified only after the regulatory transition is finalized.

Who pays the broker in a sale?

In most Article 28 sales, the seller pays the listing/sell-side broker (typical commission 8–10% of transaction value). If a buy-side broker brings the buyer, the buyer pays them separately, OR the listing broker shares (typically 50/50) with the buyer's broker. Always confirm fee structure before signing an engagement letter.

Can I keep some equity after the sale?

Yes — equity rollover is common in healthcare M&A. Rolling 20–40% of your sale proceeds into the buyer's MSO (or operating entity) is standard, and gives you continued upside if the buyer grows the platform. Many sellers prefer this to a full cash exit.

What if I don't want to sell — but might in 2-3 years?

Start preparing now. The single biggest determinant of sale price is the quality of your operations and financials in the 24 months before going to market. We provide free valuations and 24-month preparation roadmaps to owner-operators considering a future exit.

Steve Reese is the founder of Nexus Bridge Brokers, a tri-state business brokerage focused on healthcare and franchise route transactions in New York, New Jersey, and Connecticut. Direct: 201-400-9827 | steven@nexusbridgebrokers.com

This article is for general information only and is not legal, tax, or investment advice. Any acquisition or sale of an Article 28 facility must be coordinated with qualified healthcare regulatory counsel.

Steve Reese is the founder of Nexus Bridge Brokers, a tri-state business brokerage focused on healthcare and franchise route transactions in New York, New Jersey, and Connecticut. Direct: (201) 400-9827 | steven@nexusbridgebrokers.com

This article is for general information only and is not legal, tax, or investment advice. Any acquisition or sale of a regulated healthcare facility must be coordinated with qualified healthcare regulatory counsel.