Skin Spirit / LaserAway / Alchemy 43 Acquisition — Defer the Tax on Your Med Spa Sale

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

1. MD/MSO structure — most consolidators run Friendly PC + MSO structure. State medical board ownership rules don't affect §453.
2. Device §1245 recapture — CoolSculpting, Fraxel, Picosure, Morpheus8 — high recapture year one.
3. Botox / filler inventory — ordinary income carve-out.
4. Provider retention earn-out — RN injectors / NP retention often triggers earn-out.
5. Membership / subscription program — recurring revenue = goodwill character.
6. Cash + rollover. Most deals 60-80% cash / 20-40% rollover.

When this fits

• $1.5M+ sale, high goodwill from membership/recurring revenue
• Sophisticated consolidator buyer
• Founder/principal exiting

How I work

Hans Goldstein, IRC §453 specialist. Pacific Life / Independent Life / USAA Life and other A-rated Fortune 500 carriers — 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. The carrier compensates the broker — not you.

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

First name

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What are you selling? (and roughly what you paid)

Approx. sale $$—Under $500K$500K – $1M$1M – $3M$3M – $10M$10M+

When are you selling?—Within 30 days60–90 days3–6 months6–12 monthsAlready soldJust exploring

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Walk me through my options

Hans Goldstein · 615-808-9731 · Goldstein & Co. LLC · This is an educational conversation, not tax advice. Bring your CPA in before you file.

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.