The team at Evergreen for Founders helps owners of clinical research sites achieve
maximum value when considering a sale. We manage the entire transaction from
preparation through negotiation, reduce risk (and costs!) at every stage, and ensure your staff, sponsors, and ongoing trials are protected. Our role is to give owners clarity, control, and confidence — so your exit aligns with both your financial and personal goals. You’ll receive top value for the site you worked so hard to build. If you have questions as you’re reviewing this post, feel free to reach out to Senior M&A Advisor, Hannah Huke, hannah@evergreenforfounders.com.
Selling a clinical research site is one of the largest financial decisions an owner will ever make. But unlike other service businesses, research sites have unique drivers of value — enrollment performance, PI relationships, patient and sponsor diversity, regulatory track record, and operational scalability.
Because of these nuances, even experienced operators can unintentionally leave money on the table. In a consolidating industry where platform sites may trade at 10–12x+ EBITDA and smaller add-ons closer to 4–10x, the right preparation and process can materially change the outcome.
Below are the top five mistakes that cost clinical research site owners money during a sale, and how to avoid them.
1. Waiting too long to prepare (or assuming preparation isn’t necessary)
Many owners assume they can prepare for a sale in a few weeks. In reality, buyers
scrutinize sites heavily. Site financials, regulatory history, staffing, enrollment metrics,
diversity of sponsors, and technology adoption are all dug into during a sales process,
especially pre-Letter of Intent (formal offer).
Common issues that stall or reduce offers include:
- Missing or inconsistent enrollment data
- Underdeveloped or outdated SOPs
- Unclear financial separation between clinical care and research
- Expired vendor agreements or missing regulatory documentation
Why it matters:
Sites that are not “transaction-ready” often see offer reductions during diligence. A 2023 analysis across lower middle market transactions showed that poor diligence readiness reduces valuations by 8–20% and kills nearly 30% of deals entirely.
How to avoid it:
Start preparing 6–12 months before going to market. Cleaning up data, systems,
contracts, and financials strengthens your position and helps buyers view your site as a stable, scalable operation. Evergreen specializes in helping sites EARLY to get prepared for a sale – it is never too early to start getting ready and we can provide guidance on an introductory phone call. Call or text Senior Advisor, Hannah Huke, 617.470.3462.
2. Underestimating the value of clean, accurate financials
Clinical research financials are complex: frequent pass-through costs, reimbursement timing issues, PI compensation structures, and varying contract terms with sponsors and CROs.
When financials are not clean:
- Buyers discount risk.
- EBITDA adjustments become contentious.
- Earnings quality appears lower.
Given that EBITDA is the basis of valuation multiples, even a small error is costly. For
example:
- A $200K EBITDA misclassification at a 7x multiple equals $1.4M lost value.
How to avoid it:
Work with an advisor who understands research-site-specific accounting. Ensure
accurate:
- PI payments and allocation methods
- Correct site margins by trial
- Patient visit accruals
- Pass-through classifications
- Matching of costs to revenue timing
Clean numbers = higher multiples + consistent offers to leverage negotiation +
smoother diligence.
Our team has sold several Clinical Research Sites at premium multiples – we’re
experienced in solid financial modeling to ensure accurate financial reporting to buyers, lessening the risk of being undervalued or even a retrade (change in offer) after a signed LOI. Don’t lose out on millions more dollars of value; ensure you’re working with a trusted, experienced advisor throughout your sale.
3. Going directly to a buyer without running a competitive process
This is one of the costliest mistakes.
Many owners receive inbound calls from a platform buyer or PE-backed group and
assume the offer is fair. But in a market with dozens of active buyers, large platforms,
emerging platforms, CRO-affiliated groups, PE funds, and strategics, you dramatically reduce your leverage when you only speak to one.
Data from over 100 lower middle market sales shows:
- Running a competitive process increases valuation by 15–40%.
- Even two additional bidders can increase offers by 1–2 turns of EBITDA.
Why it matters even more in clinical research:
Platforms are aggressively competing for scale. This means the “right buyer” might
value your site significantly higher based on specialty, geography, or existing gaps in
their network.
How to avoid it:
Never accept the first offer and never run a sale alone. A structured process ensures
buyers bid against each other and maximizes both valuation and terms. Even just
having an M&A advisor at the table means a buyer knows they can’t lowball their offer to you.
4. Not understanding deal structure — focusing only on price
Clinical research deals often include complex structures:
- Cash at close
- Equity rollover into the new platform
- Earn-outs tied to enrollment or revenue
- Seller notes
- Retention bonuses for key staff
A high headline valuation can hide a weak deal. For example:
- An “$8M deal” with a large earn-out tied to enrollment growth may actually deliver
far less.
- A lower offer with equity in a fast-growing platform could ultimately be worth
significantly more.
Industry context:
Many PE-backed networks have grown through 20–30% annual add-on acquisition
rates. Equity in the combined company can create meaningful secondary exit value (the “second bite of the apple”), but only if structured properly.
How to avoid it:
Focus on deal structure, not just valuation:
- How much cash is guaranteed?
- How achievable are earn-out metrics?
- What voting or liquidity rights come with rollover equity?
- How is post-close performance measured?
The right advisor helps protect you from unfavorable terms buried inside a “big number.” We help our clinical research clients weigh all the benefits and risks of the various offer structures presented.
5. Failing to highlight what truly drives value for buyers
Buyers don’t just buy revenue, they buy future potential. Many owners undersell their true value because they don’t emphasize critical growth drivers, such as:
- Therapeutic specialization (CNS, metabolic, oncology, gastroenterology)
- PI stability and pipeline
- Enrollment efficiency (screen-to-randomize ratios)
- Sponsor/CRO diversity
- Trial diversity across phases
- Regulatory track record
- Technology-enabled operations
If these strengths aren’t clearly articulated in materials and management meetings,
buyers may overlook them, reducing valuation.
How to avoid it:
Develop a clear, data-backed positioning narrative that shows your site’s scale,
predictability, and upside. A strategic advisor will package your strengths in a way that increases perceived value and buyer competition. We can also provide guidance on what to highlight and discuss when you’re in potential buyer meetings.
Bottom Line
Clinical research site owners can significantly improve their sale outcomes by avoiding these common mistakes, and by preparing early, cleaning up financials, understanding deal structure, and running a competitive process.
Reach Out, We’re Happy to Help
If you’re considering the sale of your clinical research site, whether now or in the next
few years, Evergreen M&A can guide you through valuation, preparation, buyer
selection, and negotiation. Our process reduces risk, protects your staff and trials, and ensures you secure maximum value for the business you’ve built. Reach out for an introductory call – we’d be happy to hear from you! Hannah Huke,
hannah@evergreenforfounders.com, 617.470.3462.