Guides
Share sale vs asset sale Canada: deal structure basics
Share sale vs asset sale Canada: how buyers and sellers weigh tax, liabilities, contracts, and financing when choosing a business sale structure.
Desk
Field Desk
First-hand accounts of firm valuation transactions, including the parts that did not go to plan.
Guides
Structuring an earnout when selling a business: stage order, the 12 to 24 month window, Section 1060
Earnout structure when selling a business: the stage order, the 12 to 24 month window, metric controls, and the Section 1060 tax character of each payment.
Industry
How Software Buyers Assess ARR, IP and Engineer Retention
Firm valuation in software deals depends on ARR quality, intellectual-property ownership, engineer retention, customer risk and deal structure.
Features
Chicago family business sales: buy-sell deals, tax and notes
How a Chicago family business changes hands: the buy-sell agreement, redemption or cross-purchase, family notes, estate tax filings and what stalls a deal.
Industry
Energy valuations in Houston and Dallas compared, reserves and contracts
Valuation transactions in Texas energy turn on proved reserves, backlog and SEC reserve reporting rules, with Houston and Dallas priced on different bases.
Guides
A succession planning guide for Midwestern family businesses and estate tax
Buying, selling and valuing businesses in a Midwest family handover: estate freezes, valuation discounts, buy-sell funding and state estate tax rules.
Guides
9 valuation methods US appraisers use under ASA and NACVA standards
Firm valuation draws on nine methods, from discounted cash flow to guideline public company multiples, each tied to ASA and NACVA standards.
Features
Valuation calculators examples: six hypothetical runs
Valuation calculators examples: six hypothetical runs show how assumed ratios, missing inputs and earnings definitions shape outputs, not prices.
Industry
Why does a valuation calculator's multiple describe a deal instead of pricing one?
Valuation calculators explained: the stored ratio behind the output, why a multiple describes a deal rather than producing one, and what the form never asks.
Rules
Valuation methods requirements for a formal appraisal
Valuation methods requirements for a formal appraisal: what to settle with the appraiser, which standards may apply, and what to hand over for each method.
Maintenance
Valuation methods start from two definitions of profit, and that is where they diverge
Valuation methods use different earnings bases: compare SDE with EBITDA, see named valuation approaches, and understand how owner labor changes the analysis.
Maintenance
Due diligence mistakes compared between buyer and seller, and the one both share
Nine diligence mistakes split by side: four the buyer makes by verifying documents instead of cash, four the seller makes managing what a buyer sees, and one shared.
Guides
What transaction lawyers, accountants and brokers handle in deal structures, and who to engage first
What transaction lawyers, accountants and brokers each handle in a deal structure, the order to engage them, what to verify, and warning signs to watch.
Rules
Due diligence: the parts worth your attention
Due diligence reduced to three questions a buyer is really asking, what kills a deal against what merely reprices it, and each side's part in the process.
Reviews
Deal structures requirements for business sales
Deal structures requirements for asset and share purchases, seller notes, earn-outs and escrows: key documents, consents and failure points to check.
Guides
How deal structures shift risk in a business sale
See how deal structures shift risk through asset and share sales, seller notes, escrow, earn-outs, rollover equity, and negotiated terms.
Guides
Deal Structures in Business Sales: What a Stated Price Actually Means
Deal structures in business sales decide what a buyer pays and what a seller keeps. Here is how notes, equity rollovers and headline prices really work.
Guides
What to expect from businesses for sale listings, and when to stop reading one
What a business listing is really for, what the advert leaves out, the order information arrives after a confidentiality agreement, and when to stop reading.
Maintenance
Seller Preparation Comparison: Five Choices
A seller preparation comparison covers five choices—timing, leadership, deal structure, buyer type, and exit plan—and what each changes in sale preparation.
Rules
Seller preparation checklist, legal file: entity, IP, staff, disputes, broker letter
A seller preparation checklist for the lawyer's part of a sale: entity standing, who owns the IP, staff on transfer, disputes and the engagement letter.
Guides
How to evaluate buyer search claims, and where your own funnel is actually stuck
How to evaluate claims made to a buyer, with a checkable test for each, plus a funnel review of your own search that shows where the process is actually stuck.
Features
How to vet a buy-side search service before you sign
Sort buy-side search services by how they get paid, plus the completion, tail, exclusivity and scope terms to verify in writing before you sign.
Costs
Acquisition financing layers: what each takes besides money
Acquisition financing layers set side by side by what each takes besides repayment: security, guarantees, control, covenants and speed, plus two key decisions.
Maintenance
Acquisition financing examples, taken apart
Acquisition financing examples: six invented purchases shaped by what could be funded, from thin collateral to a coverage test and an approval that lapsed.
Features
Closing and integration checklist: consents and handover
A closing and integration checklist: which consents third parties must give, who usually pays each step, the day-one handover items and why a delay costs most.
Reviews
Business brokers: six engagement letter clauses to read before signing
Business brokers' engagement letters taken apart: six clauses, how each follows the deal structure, who pays whom, and the costs no invoice ever shows.
Features
9 points worth checking on acquisition financing
Nine checks on acquisition financing cover what each layer of the funding stack is and what a lender reads before it lends against a business.
Reviews
Between signing and completion: the closing and integration details sellers miss
Closing and integration: the conditions between signing and completion, the working capital adjustment that surprises sellers, and the handover that follows.
Industry
Seller preparation examples: five owners who fixed the wrong thing first
Five invented sellers who prepared for the wrong thing, from a lease that expired mid process to a licence that would not transfer, and the reasoning that fixes it.
Costs
Four things a business broker actually does, and where incentives stop matching yours
Business brokers explained: the four things an intermediary does, where their incentives stop matching yours, and the engagement clauses to read closely.
Reviews
Seller preparation in the year before a sale: what actually needs fixing first
Seller preparation in the year before a sale: clean books, reduced owner dependence, honest concentration, and the file a buyer will ask for anyway.
Features
Buyer search: from criteria to letter of intent
A practical buyer search guide to setting criteria, budgeting the hunt, finding deals, assessing unsold businesses, and preparing a letter of intent.