Structuring And Reviewing Complex Asset Purchases

At DeCandido & Azachi, our lawyers have an extensive track record of helping small and midsized businesses, entrepreneurs and startups purchase the corporate assets they need to grow their company. We offer the personalized and strategic counsel you need to effectively complete these transactions in Queens, Nassau County and throughout New York City.

When purchasing a business's assets, it is critical to fulfill your due diligence by conducting a thorough analysis of the sale. With more than 25 years of business law experience, our attorneys can assist with all elements of an asset purchase, including:

  • Compiling a comprehensive list of a company's assets
  • Outlining the financing options available
  • Assisting with raising additional needed capital to complete the purchase
  • Drafting noncompete, confidentiality and other binding agreements associated with the sale

Advantages Of Asset Purchases

When purchasing an existing business, there are two methods for structuring the sale: asset purchases and stock purchases. Asset purchases involve the specific sale of tangible assets, such as customer lists, inventory, equipment or the business's name. Stock purchases occur when the buyer purchases a company's stock.

While there is no inherently better method for structuring the transaction, asset purchases do offer several advantages compared to stock purchases:

  • Limit liabilities: When conducting an asset purchase, the buyer can specify which liabilities, if any, they are willing to assume. When purchasing stock, the buyer is vulnerable to acquiring a significant amount of uncertain liabilities.
  • Tax advantages: Asset purchases may allow the buyer to receive a step up in cost basis. They may also receive tax deductions for depreciation and can amortize goodwill over a 15-year period.
  • Avoid minority shareholders: If you are looking to fully purchase a business, minority shareholders who are reluctant to sell can make that difficult. By purchasing the assets, you may be able to bypass this potential problem altogether.

Working Collaboratively With Your Business

We understand the importance of completing your asset purchase in a timely and cost-efficient manner. Our attorneys work closely with our clients to develop a clear strategy that seeks to obtain an outcome that reflects your underlying goals.

For more information or to speak with an attorney about your upcoming asset purchase, please call us in Forest Hills at 718-690-7715. We also welcome your questions through our contact form.