These notes are for owners who have never sold a company. Each one covers a single question buyers and lenders ask, what it means for your price and what to do about it before you list.
- Asset Sale or Stock Sale and What Each Means for the Seller
How an asset sale differs from a stock sale for a small business seller, who takes the liabilities and why most Main Street deals are structured as asset sales.
- Working Capital and Inventory at Closing
How working capital and inventory are handled when a small business sells: what stays in the company, how stock is counted and how price adjustments are set.
- Seller Notes and Earnouts When the Buyer Pays Over Time
How seller notes and earnouts work in a small business sale, what share of price they usually cover, what security a seller gets and what risks come with them.
- What Buyers Ask for During Due Diligence
The documents and answers a buyer requests after signing a letter of intent, why messy books kill deals and how to prepare a folder before you list.
- Confidentiality and Buyer Screening Before You List
How a broker keeps a business sale quiet, what a blind listing shows, when a buyer signs a confidentiality agreement and how you avoid tipping off staff.
- How the Purchase Price Is Allocated Between Assets
Why an asset sale splits the price among equipment, inventory, goodwill and a non compete, and how that split can change the seller's tax bill.