Massage Experts is a Canadian clinic network that's been operating since 2013, built around registered massage therapy rather than a broader spa menu — long enough in the market that a resale usually means an established clinic with an active client base and a working RMT team, not a fresh build-out. The therapists on staff carry their own individual registration with the College of Massage Therapists of Ontario, so keeping them through a change of ownership is a staffing and retention question as much as a legal one, and it tends to drive the value of the deal.
Massage Experts resales follow the franchisor's own approval process on top of the usual purchase mechanics — here's how the two run together.
Getting approved
The offer sets price and structure, with conditions built in for franchisor consent, landlord consent, and continuity of the clinic's RMT team.
1–2 weeks†The franchisor reviews the incoming operator and the proposed terms before consenting to the transfer of that specific clinic.
2–4 weeks, typically†A franchise disclosure document may still be required even where the deal is framed as a private resale — Ontario courts read the resale exemption narrowly, so this gets confirmed early rather than assumed.
assessed early†Getting to closing
The landlord's consent to assign the clinic lease is typically the practical bottleneck for a resale, alongside confirming the space still fits the clinic's treatment-room layout.
2–4 weeks†Individual registered massage therapists hold their own CMTO registration rather than a clinic-level licence, so retention is negotiated as a staffing matter — meanwhile any prepaid client packages and insurer direct-billing accounts are reconciled and re-established.
2–3 weeks, around closing†After franchisor onboarding and sign-off, funds, keys, and clinic equipment change hands, alongside confirmation that direct-billing accounts are active under the new owner.
1 day, once conditions are met†CFA Look For A Franchise listing confirms an active Canadian franchise network, 19 units in business since 2013
Ontario clinics among its 19-unit Canadian franchise network (provincial breakdown not published)
This is the first real decision in a Massage Experts resale — and it changes what you're buying, what you're taking on, and how the franchise agreement moves.
| Question | Asset purchase | Share purchase |
|---|---|---|
| What you buy | The clinic's assets — treatment-room equipment, the lease, the active client base, and the benefit of the existing franchise agreement, subject to consent. | The shares of the operating company — every clinic it holds, and everything the company owes. |
| Franchisor consent & ROFR | Required for the specific clinic changing hands. | Required for the change of control itself, across every clinic the corporation operates. |
| The lease | Needs landlord consent to assign — often the pacing item for a clinic-format resale. | Usually stays in place unless the lease has its own change-of-control clause. |
| RMT staffing | Individual therapists hold their own CMTO registration, which stays with them personally — retention is negotiated as a staffing matter, not transferred as a licence. | Employment generally continues uninterrupted, though individual RMTs can still leave regardless of who holds the shares. |
| Prepaid packages & insurer billing | Outstanding prepaid client packages are reconciled as a disclosed liability; direct-billing accounts with insurers are re-established under the new owner. | Stays with the corporation; no separate reconciliation needed. |
| Tax angle | Buyer gets a stepped-up cost base on the assets purchased. | Seller may access the lifetime capital gains exemption on qualifying shares. |
The clinic's assets — treatment-room equipment, the lease, the active client base, and the benefit of the existing franchise agreement, subject to consent.
The shares of the operating company — every clinic it holds, and everything the company owes.
Required for the specific clinic changing hands.
Required for the change of control itself, across every clinic the corporation operates.
Needs landlord consent to assign — often the pacing item for a clinic-format resale.
Usually stays in place unless the lease has its own change-of-control clause.
Individual therapists hold their own CMTO registration, which stays with them personally — retention is negotiated as a staffing matter, not transferred as a licence.
Employment generally continues uninterrupted, though individual RMTs can still leave regardless of who holds the shares.
Outstanding prepaid client packages are reconciled as a disclosed liability; direct-billing accounts with insurers are re-established under the new owner.
Stays with the corporation; no separate reconciliation needed.
Buyer gets a stepped-up cost base on the assets purchased.
Seller may access the lifetime capital gains exemption on qualifying shares.
We tell you which structure fits — before you sign anything.
No open-ended hourly surprises — the cost is confirmed in writing before any work begins.
| Type of work | Fee | How it's confirmed |
|---|---|---|
| Straightforward purchase or sale | Starting from $3,388.87 Our charges · taxes included | Confirmed in writing once we see the agreement. |
| Larger or more complex deal | Quoted to scope | Short call → fixed written quote before any work begins. |
| Searches, filings & third-party fees | At cost | Itemized on your invoice, not marked up. |
A single Massage Experts clinic with a straightforward lease, changing hands between one buyer and one seller.
Start my file →A multi-clinic operator selling several locations as one operating company, or a resale where RMT retention and prepaid-package liability need careful review before terms are final.
Book a consultation →Not sure which you are? That's our job to figure out, not yours. As a rough guide, most deals under a couple of million dollars are the first kind — above that, you're usually in Mergers & Acquisitions territory.
Not automatically — RMTs hold their own individual registration with the College of Massage Therapists of Ontario and can move on independently of who owns the clinic. Retention is negotiated as a staffing matter, and it's often central to keeping the client base intact.
It's positioned as a clinical, RMT-led massage practice rather than a broader spa menu — which matters for a buyer, since diligence focuses on therapist credentials and insurer relationships rather than the retail or esthetics inventory a spa resale would carry.
Outstanding prepaid packages are reconciled as part of the deal and disclosed to the buyer as a liability being assumed, so it's confirmed in diligence rather than discovered after closing.
Potentially, if the clinic bills through multiple insurers or benefit networks, but the mechanics are the same regardless of network size — each direct-billing relationship is typically re-established under the new owner's name, and confirming that continuity before closing is what avoids a gap in client reimbursement.
No — how long the franchisor has been operating doesn't affect the legal analysis. Ontario courts have read the resale-disclosure exemption narrowly across systems of every age, so we confirm early whether it applies to your specific transfer rather than assuming it from the brand's track record.
Related
Where we close franchise resale deals
Treadstone Law is an independent law firm. We act for buyers and sellers of franchise businesses. We are not affiliated with, endorsed by, or retained by Massage Experts or its franchisor.
Tell us about your Massage Experts resale — we'll point you the right way and confirm the cost in writing before any work begins.