Skin Spirit / LaserAway / Alchemy 43 Acquisition: Defer the Tax on Your Med Spa Sale
The med spa consolidation wave is rolling. Skin Spirit (Trilantic-backed), LaserAway (Aldrich Capital), Alchemy 43 (Trousdale Ventures), Ever/Body (PE-backed), Frownies, and Cure Aesthetics are paying 5-10x EBITDA for established locations.
A $500K EBITDA med spa = $2.5M-$5M sale. Cash + rollover split varies (often 70-80% cash for first-time aesthetic platform deals).
The math: $3.5M med spa sale
Skin Spirit / LaserAway / Alchemy 43 deal mechanics
- MD/MSO structure. Most consolidators run a Friendly PC + MSO structure. State medical board ownership rules don't affect §453.
- Device §1245 recapture. CoolSculpting, Fraxel, Picosure, and Morpheus8 mean high recapture in year one.
- Botox / filler inventory. An ordinary income carve-out.
- Provider retention earn-out. RN injector / NP retention often triggers an earn-out.
- Membership / subscription program. Recurring revenue = goodwill character.
- Cash + rollover. Most deals 60-80% cash / 20-40% rollover.
What is the tax bill on your sale going to be?
Send me the sale price and rough basis. Within one business day I'll email you the actual number and the Seller's Guide to §453. If it doesn't fit your deal, I'll tell you that plainly.
No retainer · no obligation. Hans Goldstein, a licensed insurance agent (CA Insurance License #4273294), will contact you and may discuss insurance products, including annuities.
When this fits
- $1.5M+ sale, high goodwill from membership/recurring revenue
- Sophisticated consolidator buyer
- Founder/principal exiting
How I work
Hans Goldstein, EA, IRC §453 specialist. Admitted to practice before the IRS. Placements with highly rated life insurers (A or better by A.M. Best or equivalent) in all 50 states. Free fit-check.
Find out what your sale is really going to cost you in tax, and what you can do about it
No retainer. On a funded structure, the insurer pays a one-time commission of about 4% of the amount structured to the brokerage firm that places it (Hans’s share is about 2.4%; no trail). It is built into the annuity pricing, not a separate fee.
Find out what your tax bill actually looks like before you sell, including the parts your CPA may not raise until the return is already being prepared.
Most people find out what they owe after the sale closes, when nothing can be changed. A short conversation now tells you the number, which layers apply to your situation, and which options are still open while the sale is still in front of you.
- What you will actually owe: federal, the 3.8% surtax, recapture and your state
- Which of those layers you can still do something about
- Whether spreading the sale changes the number in your case
Hans Goldstein · 213-414-2808 · Hans Goldstein: Tax & Exit Planning · This is an educational conversation, not tax advice. Bring your CPA in before you file.
Hans Goldstein, a licensed insurance agent (CA Insurance License #4273294), will contact you and may discuss insurance products, including annuities.
Educational. Not tax or legal advice. Goldstein & Co. is not affiliated with or endorsed by Skin Spirit, LaserAway, Alchemy 43, or any other aesthetics consolidator.
Run your specific numbers
The calculator runs your sale through real 2026 federal + state tax brackets and shows §453 savings vs lump sum side-by-side.
Run the calculator → 213-414-2808