Rules
Vendor take-back financing in Canada: tax and security registration
Vendor take-back financing in Canada runs on two rulebooks: CRA tax rules under the Income Tax Act and provincial Personal Property Security Act registration.
Desk
Records Desk
Contracts, warranties and the details worth reading before signing.
Guides
Normalizing owner salary before listing a business: stages, proof and timing
Normalizing owner salary before listing: role inventory, wage benchmark, S corporation test, written method note, prerequisites, timing, and common questions.
Rules
Seller financing in a business sale: what the promissory note should include
Seller financing terms in a business sale: what the promissory note has to state, who files the UCC-1 and what a lapsed lien costs the seller.
Guides
How the IRS taxes asset sales differently from stock sales
Asset sales and stock sales land the same price in two different tax bills, and the split shows up on IRS Form 8594's asset allocation schedule.
Rules
Hart-Scott-Rodino filing thresholds and what US sellers must disclose
Firm valuation transactions that cross HSR filing thresholds need a premerger notification, a waiting period and full seller disclosures to the FTC.
Features
Valuation Transactions in New York: Dispute Overview
Valuation transactions in New York involve earn-out and shareholder disputes over contract terms, buyout valuation, expert testimony, and court procedures.
Guides
US-Canada acquisitions: treaty gains article, tax forms and HSR
Cross-border acquisitions between the US and Canada: deal structure, IRS and CRA forms, treaty Article XIII, HSR thresholds and Investment Canada review.
Guides
Lender documents for a business acquisition loan, and why a valuation calculator is not one
The documents, coverage tests and forms a lender reviews for a business acquisition loan: the purchase agreement, tax returns, SBA forms 1919, 413 and 4506-C, the debt service coverage test and appraisals.
Industry
Which kind of valuation calculator service are you using?
A valuation calculator service is a lead magnet, a subscription database or an appraiser's model. Each has a different ratio source and a different owner.
Reviews
Valuation methods mistakes usually enter through the base figure, not the maths
Nine valuation mistakes grouped by where the error enters, in the base figure, the period, the comparison or the way the answer is stated, with the correction.
Features
Four approaches to due diligence before buying a business
A due diligence comparison of four ways to examine a business before purchase, focused on their trade-offs and the situations each approach suits.
Industry
Where do deal structures mistakes actually start, long before signing?
Nine deal structures mistakes grouped by stage, from comparing offers by headline to leaving the price allocation until the end, with the correction for each.
Costs
Businesses for sale examples: 4 anonymized listing patterns
Businesses for sale examples: four anonymized listings that hid owner dependence, customer concentration, unevidenced add-backs or a final-year spike.
Reviews
Why does every seller preparation service want to run the numbers first?
Seller preparation services judged by what they earn if you sell, what they will put in writing, and who carries liability if the finding is wrong.
Industry
Closing and integration examples: five late stage failures and the fix for each
Five constructed closing and integration examples show how a missing consent, working capital peg, double count, payment setup or handover goes wrong and the fix.
Industry
Five intermediary arrangements in a small business sale, and whose interest each serves
Five ways to arrange the intermediary in a small business sale, from exclusive broker engagements to a franchisor resale desk, and whose interest each serves.
Reviews
Acquisition financing structures: SBA 7(a), seller notes, earnouts, mezzanine debt, and who carries risk
SBA 7(a), seller notes, earnouts, and mezzanine debt: how each acquisition financing structure works, who carries repayment risk, and what coverage test applies.
Costs
Acquisition financing requirements: documents to gather
Acquisition financing requirements vary by lender and program. See the buyer, business and transaction records to gather, plus forms and reports to confirm.
Guides
Acquisition Financing Review: How to Read an Offer
Use this acquisition financing review to sort lender statements, conditions, expiry dates, and binding undertakings before discussing funding with a seller.
Reviews
Acquisition financing calculator: what it cannot know
An acquisition financing calculator cannot say what you can borrow. What the coverage and collateral tests depend on, and why lenders differ on one file.
Features
Acquisition financing lenders, compared by what each channel actually lends against
Named acquisition lenders compared by what each lends against, from Live Oak to Huntington, and how a buyer weighs two offers that look alike.
Rules
A closing and integration checklist that runs from two weeks out to the first month
Closing and integration checklist for the switchover: payment routes, supplier accounts, access, insurance and people, from two weeks out to the first month.
Rules
Business broker engagement patterns: six invented engagements and what each one teaches
Six invented business broker engagement patterns, each shown as it appears, how it plays out, and what to study, with real rules and providers noted.
Rules
Six buyer search mistakes, from job or asset to diligence
Six buyer search mistakes named in order: job or asset, asking price, the seller's broker, bidding to win, a vague letter of intent and diligence.
Industry
Buyer search rules: four sources and who enforces each
Buyer search rules sorted by who enforces them: the law, the agreements you sign, the market conventions that decide who gets shown deals, and your own discipline.
Maintenance
Where seller preparation requirements come from
Seller preparation requirements come from legal obligations, buyer diligence and lender conditions. See what sellers should prepare and what is optional.