You bought this as a, this was a stock sale as opposed to asset, I think you said. Anything for us to learn from that?
Acquiring Minds
Career Consultant Who Bought a 7-Figure Manufacturer
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Just the 338 was interesting. I was not familiar with that construct. Remind us what it is.
So it's basically, we did a stock sale, but the 338 lets you treat the sale as similar to the way you treat the assets in an asset deal. And so as part of the process and even in the sale contract, we took the asset allocation, meaning, you know, what part of this was equipment, what part of it was goodwill. And we had to align with the seller on those values.
Because on both sides, we had to have, you know, on our tax returns, we had to have that match as to the value of that. And obviously, that's a negotiation point because the assets that are in certain classes, especially the equipment, that has a different tax treatment than, let's say, the Goodwill. And, um, so that was one tricky part.
We got, I think we got to, you know, we got something we both agreed upon. Um, and we didn't step up the assets, uh, I think much at all. It was really more around book value and, um,
aligning on what is that book value, is that look and feel right based on what you see or market value. And that was a big part of the, as we got to the end, to make sure we buttoned down everything in the sale agreement, getting to agreement on that, because it does have tax consequences on either side.
Right. Right. And that really gets to the heart of kind of why you're doing this anyway, doing a stock sale as a... Well, for the stock sale for them is a better tax treatment. Yes. But some of it still needs to be treated as assets.
That's right. And the stock sale, just given all the equipment, we only have one vehicle, so that's not an issue, but just all the contracts. Stock sale is so much simpler in my mind. But yeah, there's certainly cases where an asset deal might make more sense.
Let's say it's more just purely bringing down a business and buying it for the assets. But in our case, it certainly made everyone's lives easier just to get alignment on the asset allocation and move forward with a stock. Okay, Paul, great. And when did you close? We closed in November of 25.
Okay, so you're six months in. Yep, been in the role six months. Let's close by just hearing how these six months have gone.
First, say more about the team, that it's been a great team. You'd also said that the sellers had been kind of checked out, not involved for 20 years. So what you said is 80-year-olds.
So for the last 20 years, they've been effectively retired. So the business has kind of been running itself. Yeah.
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