Selling Your Business? Choose Between Stock or Asset Sale
We help founders and sponsors cut through jargon and make the core tradeoffs clear. Mike Rosendahl guides our approach to the practical tax and legal choices that shape any exit. Choosing an asset or stock structure fundamentally alters tax treatment, liability exposure, and net proceeds. That choice shapes purchase price, contract terms, and the timeline […]
Mastering Basket and Cap in M&A Indemnification
Mastering Basket and Cap in M&A Indemnification Quick Answer Basket and cap are indemnification provisions in purchase agreements that control post-closing risk allocation between buyer and seller. A basket sets a minimum threshold of losses before the seller must indemnify the buyer, typically ranging from 10,000 to 100,000 dollars or 0.5 to 1 percent of […]
Purchase Agreement or Letter of Intent: Which is Right for You?
Purchase Agreement or Letter of Intent: Which is Right for You? Quick Answer A letter of intent is a short, usually non-binding document (3-8 pages) that signals buyer interest, locks in price and basic terms, and grants exclusivity during a 60-120 day due diligence period. A purchase agreement is the final, legally binding contract drafted […]