Advised on the Sale of a Multistate Long-Term Care Psychiatry Practice to a Strategic Buyer

Pelorus Elder & Behavioral Health operated a multistate psychiatry practice delivering services across assisted living facilities, skilled nursing centers, and private practices in New Jersey, Pennsylvania, and New York. The founder sought to position the practice for institutional acquisition while preserving clinical leadership and continuity of care.

Over a multi-year period leading up to the sale, Buttaci Leardi & Werner advised Pelorus on growth-stage formalization, including organizational structure, corporate governance, and brand development. This work was undertaken to align the practice with institutional buyer expectations while maintaining its physician-led identity.

Pelorus was ultimately sold to Senior Care Therapy, a portfolio company of Madison River Capital, in a transaction that marked the buyer’s entry into physician-led behavioral health. The sale functioned as a platform acquisition in psychiatry, expanding beyond the buyer’s historical focus on psychology and social work.

In addition to negotiating the purchase agreement, the firm addressed complex post-closing arrangements. These included employment and onboarding agreements for the founder, who joined the acquiring organization as chief executive officer, rollover equity, multiple earn-out provisions, and transaction bonuses for employees. The firm balanced employee transition incentives with restrictive covenant considerations as the clinical team integrated into the acquiring platform. The transaction closed in November 2024.