Buying or Selling an NEMT Company: How Valuation Works

Short answer: an NEMT company is worth a multiple of its normalized earnings, and those earnings only count to the extent a buyer can verify the trips behind them and keep the contracts after the sale. Owner-run companies are priced on seller's discretionary earnings (SDE); companies with a paid management layer are priced on EBITDA. We do not publish a multiple range until we have enough on-record deals: none of the NEMT acquisitions we found disclosed a price, so any figure quoted as "the NEMT multiple" needs a source before you plan around it.

Change of ownership rules vary by state and by broker, so treat each regulatory example below as a pointer to your own state's manual and your own contracts.

What a buyer is actually buying

A buyer is not paying for your vans. Used wheelchair vans can be bought from a dealer without buying a company. The premium over the fleet is for three things:

Trips you can prove. Revenue backed by trip logs, signatures and GPS data that match what payers actually paid on your remittance advices. Revenue with no trail behind it gets discounted or ignored.
Contracts that transfer. Broker, facility and private-pay relationships that will still exist after closing. As shown below, at least one national broker's agreement requires a new agreement after any change of ownership.
A company that runs without you. If the owner takes trip intake, works the broker portals and does the billing, the buyer is buying a job plus a fleet. That is worth less and is harder to finance.

SDE or EBITDA: which one applies at your size

Both measures start from what the business earns before financing choices and non-cash charges. They differ in how they treat the owner.

SDE (seller's discretionary earnings) is the total cash benefit to one full-time owner-operator: pre-tax profit plus the owner's pay and benefits, interest, depreciation and amortization, and personal or one-time expenses run through the business. BizBuySell, which reports multiples from closed sales, uses "cash flow" and SDE interchangeably. SDE assumes the buyer steps into the owner's job.
EBITDA (earnings before interest, taxes, depreciation and amortization) assumes the business pays a market salary to whoever runs it. To get from SDE to EBITDA, subtract the cost of hiring a general manager to do the owner's job.

There is no bright line. A practical test: if the likely buyer is an individual who will run the company personally, the conversation will be in SDE. If it is another operator, an ambulance company or an investor group that will install a manager, it will be in EBITDA. A company that still depends on its owner for dispatch and broker relationships tends to get priced as an SDE business whatever its revenue.

The two bases produce different dollar figures for the same company, so a multiple quoted on SDE and one quoted on EBITDA are not the same offer even when the multiples look alike. Always ask which earnings figure the buyer, broker or lender is multiplying.

Why this page has no multiple range

Our rule: a multiple range, earnout norm or typical time to close goes on this page only when at least three credible on-record sources agree on it. We looked for brokers and M&A advisors publishing NEMT deal data, lenders, closed-sale market reports and public deal disclosures.

Public deals did not disclose prices. LogistiCare's 2020 purchase of National MedTrans was announced with more than $200 million of estimated annual revenue but no price. MTM's 2024 acquisition of Access2Care disclosed trip volume, not price, and NationsBenefits' 2025 purchase of CareCar's assets came with no terms. Those are broker and platform deals anyway, not comparable to a 20-van operator. When America Ambulance Service bought Dispatch Medical Transport, a wheelchair and stretcher van operator, in September 2026, financial terms were not disclosed.
Closed-sale databases do not break out NEMT. BizBuySell's industry multiples page has no NEMT or medical transportation category. Its nearest category, limo and passenger transportation, has no Medicaid enrollment, broker credentialing or audit exposure.
Listings are asking prices. Asking prices are not sale prices, so we do not use them.

If you have bought or sold an NEMT company and can go on record with the structure and multiple, we want to hear from you. Operators price real deals off what gets published, and a made-up range does real damage.

What moves the multiple

Whatever the starting multiple, buyers move it based on how much risk sits in the earnings.

Payer concentration

If most of your revenue comes from one broker, a buyer sees one customer. Read the agreement before assuming that customer is locked in. The MTM transportation provider services agreement presented to the Rhode Island House Oversight Committee in 2022 runs three years, can be ended by either party for convenience on 30 days' written notice, guarantees no minimum trips, and says all trips, "including recurring Trips, may be assigned or reassigned by MTM in its sole discretion." Yours may differ; a buyer will check. Standing orders from a dialysis center you contract with directly are a different asset from standing orders a broker can move tomorrow.

Contract assignability

The same agreement says a change of ownership, FEIN or legal name "will require a new Agreement," and bars assignment without MTM's written consent. If your largest contract needs the counterparty's approval to survive the sale, the buyer prices that approval risk. List, for every broker, facility and managed care contract, what triggers a new agreement or a consent.

Level-of-service mix

Fee schedules pay different rates by vehicle type, as our monthly earnings breakdown shows across four state schedules. Buyers check whether the trip mix, the fleet and the crews' training actually match.

Fleet age and liens

Book depreciation is not what it costs to keep the fleet running. An old fleet means the buyer funds replacements soon after closing and prices that in (see the worked example). Any van with a loan or lease against it has to be paid off, assumed or excluded at closing.

Owner still dispatching

If you are the dispatcher, the biller and the broker relationship, a buyer has to replace you. In SBA-financed acquisitions the seller cannot stay as an owner, officer or employee and can consult for no more than 24 months in total (SBA SOP 50 10 8.1, Appendix 15). If the company cannot run without you inside that window, it is harder to finance.

Driver turnover

Turnover shows up as overtime, missed trips, broker liquidated damages and gaps in driver qualification files. Buyers read it as a cost the P&L understates.

Audit history

Open audits, overpayment demands and payment suspensions follow the entity. CMS's Medicaid Provider Enrollment Compendium says a provider put on payment suspension for a credible allegation of fraud stays in the "high" screening risk category for 10 years, and that an unpaid, unappealed state Medicaid overpayment of $1,500 or more that is over 30 days old raises a provider to "high" risk at enrollment or revalidation. Resolve open items before you go to market.

Normalizing your numbers

Normalizing restates profit as if a new owner ran the company at market costs, without your personal choices. It is where most sellers overreach, and every add-back needs a document behind it: an SBA lender must check the financial data behind the business valuation against the seller's IRS tax transcripts (SOP 50 10 8.1, Appendix 15). The usual adjustments:

Owner pay. Added back for SDE; a market manager's salary comes back out for EBITDA.
Family on payroll. A relative paid for work they do not do is an add-back. A relative who actually runs dispatch is a real cost.
One-time and personal costs. A settlement, a one-off migration, a personal vehicle. Costs that recur every year are not one-time.
Rent. If you own the building and undercharge the company, earnings come down to market rent.
Depreciation compared with replacement cost. SDE and EBITDA add depreciation back. A fleet buyer then subtracts what replacing the vans on a sensible cycle really costs.

Worked example (hypothetical)

Every number here is made up and rounded for illustration. It is not a benchmark for any real company. A hypothetical 14-van company reports $1,800,000 in revenue and $120,000 in pre-tax net income.

Line	Amount	Note
Reported pre-tax net income	$120,000	From the tax return
Add: owner salary and benefits	$95,000	Owner works full time in the business
Add: spouse on payroll, no role	$40,000	Documented as not performing work
Add: one-time legal fees	$15,000	Single contract dispute, invoices on file
Add: personal vehicle and phone	$8,000	Personal use run through the company
Add: depreciation	$110,000	Book depreciation on the fleet
Add: interest	$30,000	Vehicle loans
Less: rent adjustment to market	($12,000)	Owner's building, rent below market
SDE	$406,000	Cash benefit to one owner-operator
Less: market salary for a general manager	($85,000)	Hypothetical, including payroll burden
Adjusted EBITDA	$321,000	What a buyer who hires a manager sees
Less: fleet replacement reserve	($140,000)	Hypothetical: 14 vans replaced every 6 years at $60,000 each
Adjusted EBITDA after fleet replacement	$181,000	Cash left after keeping the fleet current

The same company shows $406,000, $321,000 or $181,000 of "earnings" depending on who is asking. The replacement reserve ($140,000 a year) runs above book depreciation ($110,000), so a buyer pricing on cash after replacements sees less than SDE or EBITDA suggest. And the $40,000 spouse add-back is only worth something if payroll records and the dispatch log show the spouse did not do the work. Check your own vehicle and maintenance lines per trip in the cost per trip calculator.

Asset sale or stock sale: enrollment, credentialing and your NPI

Structure decides which legal entity holds the Medicaid enrollment, the broker agreements and the history after closing. Federal rules set the floor; your state Medicaid agency and each broker set the process. Confirm both with counsel before you sign a letter of intent.

Stock sale (or sale of LLC membership interests)

The buyer purchases the entity. It keeps its tax ID, Medicaid enrollment and NPI, and also its liabilities, including pre-sale overpayments, audit findings and claims. The ownership change still has to be reported and screened:

A Medicaid provider must disclose ownership and control information within 35 days after any change in ownership (42 CFR 455.104).
Anyone with a 5% or greater direct or indirect ownership interest must cooperate with screening, and the state must deny or terminate enrollment if such an owner has a program-related criminal conviction in the last 10 years, unless it documents an exception (42 CFR 455.416). Where the state rates a provider high risk, those owners submit fingerprints (42 CFR 455.434).
Indirect owners count. In the CMS compendium's example, if Company B owns Company A, which owns the provider, Company B must be disclosed. A holding company or investor buyer gets screened too.
NEMT is a Medicaid-only provider type, so each state sets its screening risk level and decides whether to enroll NEMT at the driver or organization level (CMS compendium). That is one reason the process varies so much by state.

Many NEMT companies are LLCs, where the stock-sale equivalent is a sale of membership interests. How the IRS treats that depends on how the LLC is taxed, so get your CPA's view before agreeing to a structure.

Asset sale

The buyer's entity purchases the vans, whatever contracts can be assigned, phone numbers, software accounts and goodwill. It generally needs its own Medicaid enrollment, and liabilities generally stay with the seller's entity, subject to the purchase agreement and state rules. Two states show how different the mechanics are:

Texas. The Texas Medicaid Provider Procedures Manual requires a new enrollment application within 30 calendar days of a change of ownership, plus the contract of sale stating who is liable for overpayments later found on dates of service before the change. It warns that when a change of ownership brings a new NPI, the old NPI can be deactivated, cutting off portal access to remittance reports and claim status.
Florida. Florida's enrollment policy (Rule 59G-1.060) makes provider ID numbers non-transferable except for hospitals, intermediate care facilities and skilled nursing facilities, requires written notice of a change of ownership at least 60 days in advance, and requires a bill of sale or stock purchase agreement with the application.

Other states have their own forms and clocks, and where a broker or managed care plan runs NEMT, broker credentialing runs alongside the state process. The MTM agreement above requires a new agreement after any change of ownership, stock sales included. Ask each broker in writing what a new owner needs and how long credentialing takes.

On the NPI: federal rules assign it to a health care provider, deactivate an organization's NPI when the organization dissolves, and never reassign a deactivated one (45 CFR 162.408). It is not an asset you can sell on its own. Decide before closing who collects pre-closing receivables, and through which portal.

Tax, briefly

In an asset sale the IRS treats each asset as sold separately (IRS Publication 544), and buyer and seller both file Form 8594 allocating the price across asset classes, from vehicles to goodwill. Gain on depreciated vans can be taxed as ordinary income under the section 1245 recapture rules in Publication 544. Buyer and seller can come out very differently under each structure, so structure gets negotiated alongside price, with your CPA in the room.

Due diligence: what a buyer pulls first

A serious buyer rebuilds your P&L from the payer side. Have these ready before you list:

Trip logs matched to broker remittances. Every completed trip in sample months matched to a paid remittance line, with denials and adjustments explained.
Trip documentation on a sample. Auditors sample and extrapolate. In Indiana, the HHS Office of Inspector General found 18 of 120 sampled NEMT claims noncompliant and estimated $3.5 million in federal share across at least 113,086 claims. In a New York City audit, only 17 of 100 sampled payments fully met requirements. A buyer samples your files the same way, because a future auditor will sample theirs.
Loss runs. Several years of claims history from every insurance carrier. Loss history drives the buyer's premium after closing.
Credentialing files. Driver qualification files, background checks, drug and alcohol testing records, vehicle inspections and broker credentialing approvals.
Open audits, recoupments and liquidated damages. The MTM agreement lets the broker recover overpayments by offsetting future payments and, on termination, withhold unpaid claims until it audits them. A buyer wants every open item listed.
Exclusion checks. Owners, managing employees and drivers checked against the OIG List of Excluded Individuals/Entities, which state Medicaid agencies also check under 42 CFR 455.436.
Operating metrics. On-time performance, no-show and cancellation rates, revenue per vehicle hour, deadhead share, denial rate and days in receivables. Our NEMT KPI guide covers how to track them.

Who buys NEMT companies, and how they pay

Other NEMT operators adding territory, vehicles or a level of service. They know the brokers and will likely think in EBITDA.
Ambulance companies adding NEMT, as in America Ambulance Service's purchase of Dispatch Medical Transport.
First-time buyers, often with an SBA 7(a) loan. They will likely think in SDE and need the company to run without the seller.

Brokers and platforms also buy each other (the MTM and NationsBenefits deals above), but that is a separate market from operator sales. Strategic buyers already have a view of the brokers you depend on; check ours in the broker report card.

SBA 7(a) loans

For SBA applications assigned a loan number on or after October 1, 2026, SOP 50 10 8.1 governs (SBA Information Notice 5000-880695). Its Appendix 15 rules that shape an NEMT deal:

Rule	What SOP 50 10 8.1 says
Buyer equity	10% of total project cost for an Initial Acquisition, which cannot be reduced or waived
Seller note as equity	Seller debt that is subordinated and on full standby (no principal or interest payments for the life of the 7(a) loan) can count as equity, but limited sources may supply no more than half of the required injection
Earnouts	Seller earnouts are prohibited; performance-based buyer rebates are allowed and go to pay down the loan
Business valuation	An independent valuation by an accredited Qualified Source, ordered by the lender, when the business purchase price is over $350,000 or buyer and seller are closely related; a quality of earnings report is also required at $3 million and up
Price above valuation	The buyer covers the difference with equity
Debt service coverage	At least 1.25 to 1 for an Initial Acquisition, on the last fiscal year or the average of the last two
Seller staying on	In an Initial Acquisition or Business Expansion, consulting only, no more than 24 months in total
Refinancing the seller note	Eligible after 36 months in place and current

In practice, an SBA deal's price is capped by what an independent appraiser and verified cash flow support. Anything above that comes from the buyer's pocket or a seller note that waits.

Seller notes and earnouts outside SBA deals

Without SBA financing, a seller note pays on whatever schedule the parties agree, and a buyer may propose an earnout: part of the price paid later if targets are hit. An earnout tied to revenue from a broker you no longer control puts your money at the mercy of someone else's trip assignments. If you accept one, tie it to a measure you can verify, define the calculation exactly, and get access to the records behind it.

Run the estimator, then get the worksheet

Our NEMT Business Valuation Estimator is coming soon. It will take trailing 12-month revenue, owner pay and add-backs, fleet size and age, largest-payer share, contract assignability and level-of-service mix, and return normalized SDE and a readiness score, with no dollar value until the multiple bands meet the sourcing rule above. A worksheet with an add-back schedule and diligence document list will come with it. Until then, use the hypothetical table above as your template.

FAQ

What is an NEMT company worth?

A multiple of normalized earnings (SDE for owner-run companies, EBITDA for companies with paid management), adjusted for payer concentration, contract assignability, fleet condition, owner dependence and audit history. We do not publish a multiple range because we have not found three credible on-record sources that agree on one for NEMT. An independent business valuation is the way to get a defensible number.

Do broker contracts transfer to a new owner?

Often not automatically. The MTM agreement cited above requires a new agreement after a change of ownership, FEIN or legal name, and bars assignment without written consent. Ask each broker in writing what a new owner must do.

How long does a sale take?

We do not publish a typical time to close yet, for the same sourcing reason. Regulators add their own clocks: Florida wants 60 days' advance notice, Texas a new enrollment application within 30 days, and federal rules updated ownership disclosures within 35 days. Broker credentialing runs on top.

Do I need a business broker?

No rule requires one. A broker or M&A advisor can find buyers and run the process, but an SBA lender orders its own valuation and cannot use one prepared for the seller. Ask any advisor how many NEMT deals they have closed and whether they will go on record about them.

What to do in the next 30 days

List every broker, facility and managed care agreement with its term, termination notice and what triggers a new agreement or consent after a change of ownership.
Build an add-back schedule from your last two tax returns, with a document behind every line.
Compare book depreciation with a realistic fleet replacement cycle, and list every lien on every vehicle.
Match every completed trip in two recent months to a paid remittance line, and fix the process behind any gap.
Request loss runs from every carrier you have used in recent years, and gather open audit, recoupment and payment suspension letters.
Read your state Medicaid agency's change of ownership section and note its deadlines and required documents.
Write down every task only you do (dispatch, broker portals, billing, credentialing) and hand one off this month.

This page is general information, not legal, tax or investment advice. Change of ownership rules vary by state and by broker; confirm your situation with counsel, a CPA, your state Medicaid agency and each broker before you sign anything.