Deal Structure

Asset Sale

A deal where the buyer purchases specific assets and liabilities of the business rather than the legal company itself. Why it matters: Asset sales can let buyers choose what they take on, but they may require contract assignments, third-party consents, and different tax treatment for the seller.

Related terms

Seller

The current business owner who wants to sell the business. Why it matters: The seller is not just handing over ownership; they are also proving the business, answering diligence requests, negotiating risk allocation, and often helping with transition.

Buyer

The person, company, investor, or fund trying to buy the business. Why it matters: Different buyers value different things, so knowing the buyer type helps an owner understand likely questions, risks, financing needs, and negotiation style.

More from Deal Structure

Cash at Close Cash-Free Debt-Free Contingent Payment Debt-Like Items Earnout Escrow Holdback Majority Sale Membership Interest Sale Minority Rollover Minority Sale Purchase Price Adjustment

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