Two things, I think, might make the decision for them, in spite of that:
- The money is actually more than their business could be projected to make alone. This is because the PE firm isn't just buying the single practice but every practice in the area to kill competition. Get that captive market and you can charge more.
- The personal ownership freedom can be already lost on these independent people if they feel they are already tied down too much. I know this is especially the case in small medical offices where insurance and regulation can over-rule them. Feeling like you don't have control in this way can cause a lot of depression (tangent but look up how we condition mice in order to test treatments of antidepressants on them). At that point, the monied exit starts looking like a better option.
That's how cynicism can win out. And we all lose.Or take $5m and get no more upside and 70% less work. The "work" here is dealing with regulations, insurance companies, administration, payments, and accounting, not actually looking after dogs
the PE model is often to provide a competent regtech/administration core and then plug heaps of regulated businesses into it and centralise all the admin
imagine opening a vet in SF in 1950 in a cheap shoplot and people just paid you with hard cash or cheques in person, you wrote receipts with a biro, and filed taxes once or twice a year on a few sheets of paper... compared to now
Even if you were willing to be as ruthless as a PE firm, raising your prices and sacking half your staff, and even if you were somehow an expert in financial engineering and business optimization, you still won't make the business as profitable as they can.