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.
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Guides
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.
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.
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.
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What SBA 7(a) and 504 acquisition loans require: equity, guarantees, Form 1919
SBA 7(a) and 504 rules for buying a US business: the 10 percent equity injection, Form 1919, personal guarantees, collateral and 13 CFR Part 120 tests.
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.
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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.
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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.
Guides
Valuation methods examples: six cases, three approaches
Valuation methods examples: six invented cases worked in figures across the asset, market and income approaches, showing why methods disagree and why.
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.
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
Judging businesses for sale services starts with a buyer's checklist
Businesses for sale services: judge any listing site by who funds it, run a one job test before subscribing, and know what no platform can verify for you.
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.
Guides
Seller preparation mistakes often look like sound decisions at the time
Nine seller preparation mistakes that feel like good decisions, including the price set too early and the refusal of any deferred consideration, with corrections.
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.
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.