Selling, buying, and expanding ABA practices: the transaction and expansion hub

How this spoke is built: concepts plus states

Unlike the other spokes in this guide, which are mostly per-state, roughly half of what matters in a transaction is state-neutral deal mechanics that would read the same in any state. So this spoke separates the two. The five concept guides cover the shared core: how to run diligence, how deals are structured and priced, how private equity invests in ABA, how to expand across state lines, and how to wind a practice down. The 17 per-state transaction pages then carry only the local overlays that change the answer, the change-of-ownership route, how the license and any certification transfer, how Medicaid revalidation works, whether non-competes are enforceable, and how records custody is handled. The practical way to use the spoke is to read the relevant concept guides for the framework and then the page for the state you are buying, selling, or expanding into for the specifics, since the two together are what an actual deal requires.

The transaction-friction spectrum

The states divide into a clear spectrum of how much friction a deal carries, driven mostly by whether an agency or facility license gates billing and how hard it is to move.

• High friction, license-as-asset. In Pennsylvania the IBHS agency license is effectively the asset, equity preserves it while an asset deal strands it, and in Arizona an active ADHS facility license gates AHCCCS enrollment, so an asset deal can leave a buyer unable to bill until it re-licenses and re-enrolls. These are the deals where structure matters most.
• Moderate-to-high friction, re-credentialing heavy. Illinois layers an analyst license, a center-based certification, and the IMPACT system, and North Carolina runs a distinctive Medicaid change-of-ownership rule where a stock transfer keeps the enrollment but an asset deal builds a new one. Both require careful re-credentialing planning.
• Moderate friction, distinctive mechanics. Michigan routes ABA through regional public behavioral-health entities whose contracts function as the gating credential; Ohio is structure-dependent between a licensed-professional model and a certified community-organization model; Wisconsin runs Medicaid ABA through behavioral treatment enrollment, with the DHS 35 certification applying to practices that also run a diagnostic or psychotherapy line; Utah and Oregon are lane-dependent with waiver or program certifications; Maryland, Virginia, and the District are dominated by their non-compete bans rather than licensing; and Tennessee turns on whether a clinic-based model triggers facility licensure.
• Light friction, no agency license. Texas, Georgia, Missouri, and Colorado impose no ABA-specific agency license, so an asset deal is not held up for licensing reasons and the main regulatory step is Medicaid enrollment. The equity-versus-asset choice in these states is driven by tax and liability more than by re-licensing.

The non-compete spectrum across the 17 states

Since the federal non-compete ban was formally abandoned in 2025, leaving enforceability to state law, the per-state spectrum is the operative reality, and it is unusually wide for ABA (FTC non-compete rule vacated and abandoned, 2025). It runs from states that readily enforce covenants to states that broadly ban them.

• Enforcement-friendly. Tennessee actually permits healthcare-provider non-competes within statutory limits and presumes sale-of-practice covenants reasonable; Georgia and Missouri enforce reasonable covenants and let courts modify an overbroad one; Ohio and Michigan are similar; and Texas, Pennsylvania, and Illinois exclude behavior analysts from their healthcare non-compete statutes, leaving common-law or income-threshold rules under which covenants can still be used. In these states a buyer keeps employee non-competes as a value-protection tool.
• Strict-construction. North Carolina applies only a limited blue-pencil so an overbroad covenant tends to fail, and Wisconsin voids an overbroad covenant in its entirety with no judicial modification, so precise drafting is essential and sale-of-business covenants become the safer tool.
• Broad bans and high thresholds. Maryland bars non-competes for licensed direct-care providers earning at or below $350,000 plus a wage-threshold ban; Virginia bars them for any overtime-eligible employee; the District bars them below roughly $162,000, the highest threshold in the country; Colorado voids them except for highly compensated workers above roughly $123,000; Utah voids them for licensed healthcare workers as of 2026; and Oregon voids them unless the employee is exempt and above roughly $116,000 to $125,000 with notice and a twelve-month cap. Across these states a buyer cannot rely on employee non-competes for most ABA staff and shifts value protection to non-solicitation, confidentiality, and sale-of-business covenants.

The recurring rule beneath the spectrum is that equity is generally cleaner than asset, and in the ban and high-threshold states value protection moves from employee non-competes to sale-of-business covenants with selling owners.

The 17-state transaction matrix

The table summarizes where each state sits and what makes it distinctive. It is an orientation, not a determination; open the state page for the detail and the citations.

The five concept guides

The state-neutral mechanics that recur in every deal are covered in five guides:

Three developments shaping ABA deals in 2026

Three forces sit behind the current transaction environment:

• Non-competes are now a state-law question. With the federal non-compete ban abandoned in 2025, enforceability turns entirely on state law, so the wide per-state spectrum above is the operative reality, and deal value protection has to be planned state by state rather than against a single national rule.
• Private-equity consolidation has matured into an active exit market. After a decade of roll-ups, a backlog of platforms has reached the end of the typical hold period, pointing to a wave of secondary buyouts and strategic sales, alongside a flight to quality that rewards clean, well-documented, diversified practices and discounts those with audit exposure. The private equity guide develops this.
• State Medicaid rate pressure is reshaping deal economics. Rapid growth in ABA Medicaid spending has prompted rate scrutiny and cuts in some states, which can be the real friction in an otherwise light-licensing market, Texas being the clearest example, so payer-rate diligence has become central to valuing a practice.

How this connects to the rest of the guide

Transactions sit on top of the whole compliance stack. Whether a buyer or an expanding operator can own the clinical entity directly, or needs a licensed-owner professional entity with capital in a management company, is set by the rules in ownership, MSOs, and private equity and entity structures and PLLCs, and the threshold question of whether a professional entity is compelled at all belongs to the entity decision. What transfers with a deal and what must be rebuilt afterward, licenses on one side and payer enrollments on the other, is detailed in licensing and credentialing and Medicaid and insurance, and the facility licensure and records-custody rules that govern transfer and closure live in facility and HIPAA.

Common questions about ABA transactions

Open the page for your state