What Happens When You Sell Your Business to Private Equity
We guide founders through a structured, high-stakes transition. A sale to a professional buyer changes how a company runs. It brings new leadership, performance metrics, and a sharper focus on growth. How CT Acquisitions Works $0 to sellers. The buyer in our network pays us at close. No retainer, no listing fee, no success fee, […]
Definitive Purchase Agreement in 2026: The 12 Sections That Decide Who Pays What Post-Close
What’s in a 50-150 page DPA: reps & warranties, closing conditions, indemnification, working capital adjustments, and the 12 sections that decide who pays what post-close.
Section 338(h)(10) Election Explained for Business Sellers
Section 338(h)(10) election in 2026 converts a stock sale to a deemed asset sale for tax purposes, giving buyers step-up in basis while preserving seller-friendly stock-sale mechanics. Eligibility: target must be an S-corp or C-corp subsidiary in a consolidated group. Day 1/day 2 mechanics: purchase price allocated to assets rather than stock, with recapture triggered […]
Basket and Cap in M&A Indemnification in 2026: The 0.5%-1% Basket and 10%-25% Cap Ranges
Basket and cap in M&A indemnification are the two mechanics that limit seller liability post-close. The basket (deductible or tipping) sets a minimum threshold before buyer indemnification claims trigger , typically 0.5-1% of purchase price. The cap sets the maximum aggregate seller exposure , typically 10-25% of purchase price without RWI, dropping to 0.5% retention […]
Representations and Warranties: Safeguarding Deals for All Sides
Representations and Warranties: Safeguarding Deals for All Sides Quick Answer Representation and warranties insurance covers losses from breaches of a seller’s statements in a purchase agreement, with premiums typically running 2% to 4% of the coverage limit. This policy shifts post-closing exposure to an insurer, allowing buyers and sellers to reduce escrow holdbacks, streamline indemnity […]
Letter of Intent: What It Means and What to Watch For
Letter of Intent: What It Means and What to Watch For Quick Answer A Letter of Intent is a preliminary written document that signals one party’s commitment to pursue a business deal and outlines basic terms, timing, and scope before a final contract is signed. It clarifies expectations and protects both parties during negotiation without […]
Quality of Earnings: What Buyers Need to Know
Quality of Earnings: What Buyers Need to Know Quick Answer A buy-side quality of earnings review is the financial diligence work a buyer commissions to validate the seller-quoted EBITDA before signing definitive documents. The QoE provider rebuilds the target’s trailing twelve-month earnings from the general ledger, tests revenue recognition cohort by cohort, normalizes working capital, […]
What Is a Search Fund Buyer in 2026? What Sellers Need to Know Before the First Meeting
A search fund buyer is an entrepreneur (or team of two) who has raised committed capital from investors specifically to acquire and operate a single business, typically in the $1M-$5M EBITDA range. Their mission is to become CEO of what they acquire, hold for 5-7 years, and generate a return for their investors on exit. […]
The Pros and Cons of Selling to a Search Fund (No Sugarcoating)
The Pros and Cons of Selling to a Search Fund (No Sugarcoating) Quick Answer Selling to a search fund offers advantages like seller financing flexibility, earnout potential, and a buyer committed to long-term growth, but disadvantages include longer sales processes, less liquidity upfront, and dependency on the search fund operator’s execution ability. Search funds typically […]