Buy a Business – Asset Purchase vs. Stock Purchase

Buying a business, especially if it is your first time, can be overwhelming. Will you purchase the assets of the business, or its stock? Which is more beneficial for you? There is no clear-cut answer to this question as it really depends on your circumstances.

In an asset purchase, you buy the company’s assets – furniture, vehicles, equipment, inventory, etc. The shares of stocks remain with the seller. In a stock purchase, you are buying everything the seller owns – stocks, assets and liabilities. You take over as the new owner of the business.

Should You Buy Assets or Stock When Buying a Business?

It is worthwhile to seek the services of a corporate lawyer and an accountant before buying a business. They can advise you on what is the best purchase option for you.

If a business for sale is doing well, you can opt for a stock purchase. However, if the business isn’t profitable, a stock purchase may not be the best option because you may be assuming its liabilities. Find out why the business is being sold.

If you want to build your own company, go ahead with an asset purchase. Before doing so, conduct thorough due diligence. Choose the assets you want to acquire, and the liabilities you intend to assume.

Two key factors – liabilities and depreciation – could determine which is the better option for you. When you purchase company stock, you also assume all its liabilities – disclosed or unknown. A seller may not be forthright about all the liabilities during negotiations. You could have also missed uncovering these liabilities during due diligence. In an asset purchase, you can avoid most of the liabilities. You are responsible only for those identified in the purchase agreement.

Depreciation is the process of deducting a portion of the cost of an asset from the income each year. In a stock purchase, you, as the new asset owner, will just continue deducting depreciation as the previous owner did. In an asset sale, though, the tax law allows you to depreciate the entire purchase price.

Asset Purchase vs. Stock Purchase: Advantages & Disadvantages

1. In an asset purchase, the assets and liabilities are recorded at fair market value. You can claim the fair market value of tangible assets for depreciation, which results in lower taxes. In a stock purchase, the assets and liabilities are carried over and depreciated as before the purchase.
2. You acquire the entire business, including all assets and liabilities when you purchase the company’s stock. In an asset purchase, you assume some of the liabilities. You can also choose the useful assets you want for your new company.
3. An asset purchase may require more documentation. The transfer of ownership of the assets, liabilities and related contracts may need to be filed with the appropriate government agencies. This is not a requirement in a stock transaction. A stock purchase is easier and cheaper to implement, especially if the company only has a few shareholders.

In a stock purchase, you inherit the contracts, permits and licenses. In an asset purchase, you need to file or register for these with the appropriate agencies.

1. There is no problem with minority shareholders who refuse to sell in an asset transaction. Multiple shareholders could block a buyer’s desire to own 100% of the company in a stock purchase.
2. You may need to pay for sales or transfer taxes on the sale of assets. A stock transaction avoids some of these taxes.

Buying a business is complicated in itself. Each business purchase transaction is unique. Obtaining professional legal and accounting assistance is a must for a successful business acquisition. As a business buyer, which purchase option is better for you?

Contact Performance Business Brokers to discuss at info@performancebb.ca

For the past 14 years the company for sale has been providing massage training under a private vocational school license issued by the Province of Alberta.

The school operates in multiple locations throughout the province.  Due to being licensed already with the province additional programs can be offered leading to certificates or diplomas.

Graduates are trained to meet therapeutic needs of the Clients and the requirements of their Group Insurance Companies.

As a leader among massage therapy schools in Alberta, they pride themselves in teaching our graduates how to be successful in the workplace. The instructors are all practicing therapists in the communities in which they teach. They are committed to passing on their knowledge, as well as the practical skills they have honed in their many years of practice.

The school offers two programs in Massage; Swedish Relaxation (900 hours), and Massage Therapy (1300 hours).

This allows for a total of 2200 hours, which is the standard generally accepted across Canada.

The courses offered are part time in class and part time home study, with online support and access to the instructors during the time away from class. This allows for the students to have more control over which hours they study, and consequently to fit the course into their present lifestyle.

The current owner is looking to retire but will remain on and work with the new owner on a day by day basis to ensure a smooth transition.

For more information on this business contact Dwight Lester at 780-756-2990 or at info@performancebb.ca

Fire Sprinkler Contracting Company

Edmonton Alberta 

For the past 7 years the company for sale has been providing fire sprinkler system design, fabrication, and installation, inspection, and maintenance services for various types of industrial, residential and commercial buildings. 35 %  of  the  primary  business  activity  is inspections and tests, 30% is for service and repairs, 20% is new equipment installation, 10% it equipment sales and 5% consulting.

The Company handles a wide-array of fire protection needs, ranging from small, retrofit projects to new building installations, repairs, inspections, and confidence testing services. Typical projects include manufacturing facilities, health care facilities, big box retail stores, schools, paper mills, fast food chains, warehouses, and a large variety of other buildings.

Growth projections are strong, with additional work coming due to increasing government regulations, the insurance industry provides tangible incentives for companies to improve their fire protection systems. This company is positioned to meet these needs with its high-performing team of experienced and skilled personnel.

The ideal buyers would include competitive companies interested in expanding their presence throughout the region, or complimentary companies looking to expand product and service offerings to their current customer base, or individuals who are interested in handling the higher level management responsibilities of the business.

For more information on this business contact Dwight Lester at 780-756-2990 or at info@performancebb.ca

March 13, 2014 10:30 ET

Performance Business Brokers Facilitates the Sale of Grizzly Disposal Solution by Way of Controlled Auction in Edmonton, Alberta

EDMONTON, ALBERTA–(Marketwired – March 13, 2014) – Performance Business Brokers (www.performancebusinessbrokers.ca) of Edmonton, AB has completed the sale of Grizzly Disposal Solutions in Lac La Biche, Alberta. Grizzly Disposal is a full service Waste Disposal Solutions company specializing in front load, roll-off and curbside waste service. Their customers range from residential, commercial and oil field servicing, including many in the oils sands field.

In the world of trade and commerce, the purchase of one business by another is not uncommon. In fact, whenever a business wants to grow, besides widening its avenues of trade, it also tries to acquire other relatively weaker businesses with a view to establish its very presence in the commercial world. The entire process may look quite simple. However, in reality it is a pretty complex exercise as there are a lot of technicalities that are required to be taken into account to make sure that the decision turns out to be financially fruitful for the company vying for the deal at the end of the day.

Here we bring to you some finer points that a company needs to take into consideration prior to acquiring a business. Things are no different in purchase of businesses in Edmonton. Hence, all these points revolve around the concept of business valuation in Edmonton, which is an indispensable factor on which buying a business in Edmonton as well as in the rest of the world depends.

• The Suitable Standard of Value that is to be Considered – When it comes to taking into account suitable standard of value, there are two varieties of standards. While one is fair market value the other is the strategic value.
  1. Fair Market Value – It is the value that represents the value or the worth of a particular business in case it is to be sold out to a third party who is not related to the business. It also determines the floor value of the business which ultimately decides the acceptable price or value in the event of a sale. It is typically considered as the most realistic or appropriate value in case financial buyers are involved in the sale. This is simply because these buyers do not have any synergy to squeeze out of the business and hence are more inclined to acquire the business in “as it is” condition and continue with its normal operation unabated.
  2. Strategic Value – This comes into play when the acquiring a business that are from the same niche of industry and the deal that is struck between them is a strategic one. This happens when the purchaser considers the effect of the redundant expenses that can be eliminated or avoided. The elimination of these expenses would allow the purchaser to pay a cost that is more than the fair market price though that will still give a greater return at the end of the day.
• The Amount of Impact the Purchase Structure will Have on the Price – The structure of a deal greatly impacts the price. Parties involved in a deal may ponder over the fact as to whether they should structure a particular deal as a stock deal or an asset deal, for this will in turn ultimately put an effect on the price of the deal once it is struck. Sellers of businesses generally opt for stock deals as their proceeds are considered taxable as capital gains only once. In case of stock deals, the buyer is purchasing the legal entity and all items on the balance sheet which will include all the contingent as well as unknown liabilities would be assumed by the purchaser.
• Taking into Account the Earn-outs – Earn-out is an effective tool when it comes to considering business valuation in Edmonton for acquiring a business. It comes in handy when bridging the difference between the seller and buyer of a business in case they cannot agree in terms of price. In case of an earn-out, the two parties come to an agreement that once the transaction is closed, the seller might get some additional payments that are based on the performance of the company. It enables the purchaser to compensate the seller in certain aspects if and when certain activity levels are attained and to keep the price lower in case the targets are not achieved.

If you take into account the concept of business purchase on a broader perspective, the issues that we have discussed so far collectively form a mere tip of an iceberg. This is because there are innumerable aspects of business purchasing that comes into play depending upon the real life scenario that crop up during these deals.

All said and done, it is a process that is better handled by Performance Business Brokers who are expert in business purchase deals and related activities.

October 02, 2013

Performance Business Brokers Facilitates the sale of Flowers By Merle in Edmonton Alberta

EDMONTON, ALBERTA – Performance Business Brokers (www.performancebusinessbrokers.ca) of Edmonton, AB has completed the sale of Flowers By Merle on Stony Plain road.  Flowers By Merle was a family owned fixture in the Edmonton flower industry for 47 years. The new owners acknowledge the Flower Shops time in the market place as being a key factor in purchasing the business. The shop is renowned for their amazing selection of fresh cut flowers and flowering plants. Outstanding exotic varieties and interesting foliages arrive directly from growers in South America, Hawaii, California and British Columbia.

Dwight Lester, President of Performance Business Brokers in Edmonton AB comments “In a short 90 days we listed the business to sell, presented multiple offers, and completed the sales transaction. Both the seller and the buyer were happy with the efficiency of the sale”. The new owners commented, “Working with Performance Business Brokers was exceptional. Dwight provided great guidance with the due diligence process and assistance during the transition to the new owners”.

About Performance Business Brokers, Edmonton

Performance Business Brokers is a full service Edmonton Business Brokerage Company that sells businesses across Alberta. We specialize in business valuations, packaging, listing and the selling of existing businesses and new business opportunities.

Selling your business is one of the most important financial decisions you will ever make and it can involve high levels of stress and anxiety. Working with a professional can reduce the stress by determining the optimal selling price and terms for the seller.  The majority of a business owners’ wealth is often tied to the business so a properly executed exit from it is paramount. It is important to ensure you have the right team to guide you when selling your business.

Selling Businesses is our ONLY Business

Contact us today at 780-756-2990, or by email at info@performancebb.ca  Suite 220 – 11717 – 42 St. Edmonton AB.  www.performancebusinessbrokers.ca

Performance Business Brokers Presents –

If you are looking a solid company with a 20 years history in the Oilfield Maintenance business your wait is over.

This company services oilfield companies in the north eastern region of Alberta, with experienced crews. The company specializes in winter road building, Snow making, picker truck and hotshot services and chain link fencing installation.

They have a complete line of equipment to build and clear winter roads and to provide grass cutting services for high grade roads in the summer months.

The company prides itself on safety and in the last ten years there have been no lost time accidents or injuries on any of their projects.

For full information on this business contact Dwight Lester at 780-756-2990 or info@performancebb.ca

This is a great opportunity to buy all the assets of a fully fixtured restaurant in the Edmonton area. Buyer must also assume a very good lease (6 years left + 2 – 5 yr options).

 This restaurant is a turnkey opportunity for any restaurant operator or anyone looking to get into the restaurant or pub business.  Bring your own restaurant name and menu and you can walk into a complete fully fixtured and staffed restaurant.

 The restaurant is 3000 sq ft on the main floor and also has an 800 sq ft mezzanine that is open to the main floor.  Seating can be configured for 170 per the fire capacity permit.  Current layout is set up for 40 seats on the mezzanine and 100 on the main floor.  The space also has the ability to have a 30 ft X 23 ft patio with an addition seating for 40.

 There is so much equipment included in the sale you will need nothing to start operating. Built new just 4 years ago some of major equipment is:

 36’ char broiler                      10 burner double oven range

6 burner range                      4 well steam table

5’ cold table                           6’ cold table  

4’ cold table                           2 – 2 basket deep fryer

Low temp dish washer with dirty and clean tabling

3 door cooler             8 X 8 walk-in cooler with raking

Prep tables                            upright freezer

2 chest freezers                    on demand hot water

16’ hood with full fire suppression system

Make up Air and Exhaust system

75 chairs                                20 tables

20 bar stools                          5 bar tables

2 tower keg cooler                stereo and installed speakers

3 flat panel TVs and satellite system

250 lb Scott ice machine      Bar top glass washer

8 sets of racking

 The list goes on and on and it does not even go into all the small wares and such.

 This won’t last long at the price it is being sold for!!! Assume the favorable lease and receive all the assets for $90K.

 For full information, please give us a call today at 780-756-2990 or email us at info@performancebb.ca

Edmonton Alberta (PRWEB) January 31, 2013

Performance Business Brokers of Edmonton, AB (www.performancebusinessbrokers.ca) has completed the business sale of Chenoa`s K9 Club, (www.chenoask9club.net) a business that provides a true open concept/pack environment dog daycare. Chenoa`s offers dog daycare, grooming services and overnight boarding along with a fully stocked retail food section.

The Company was purchased by Dean & Leah Walsh of Waggytails. The Buyer, Mr. Dean Walsh commented “Performance Business Brokers assisted us through all steps of the business acquisition. They made the transaction seamless from the start with the offer to purchase right through to closing”.

Mr. Walsh goes on to state “Waggytails’ goal is to focus on quality care for our daily dog daycare attendees. We pride our facility and staff on producing a mentally and physically healthy environment for your beloved pooch to spend the day. We adhere to a strict daily limit of dogs at the daycare. This ensures each dog receives the highest level of care and attention they deserve. The dog to staff ratio is lower so we can focus on truly getting to know each dog individually. To us, your pooch is not just another dog; we will take the time to familiarize ourselves with their special needs and personalities in order to care for them to the best of our abilities.”

About Performance Business Brokers, Edmonton

Performance Business Brokers is a full service Business Brokerage company that sells businesses across Alberta and is based in Edmonton Alberta, Canada. We specialize in business valuations, packaging, listing and the selling of existing businesses and new business opportunities.

Dwight Lester, President of Performance Business Brokers notes, “Selling your business is one of the most important financial decisions you will ever make and it can involve high levels of stress and anxiety. Working with a professional can reduce the stress by determining the optimal selling price and terms for the seller. The majority of a business owners’ wealth is often tied to the business so a properly executed exit from is paramount. It is important to ensure you have the right team to guide you when selling your business. Performance Business Brokers in Edmonton Alberta is your right team!”

Contact us today to sell your business at 780-756-2990, or by email at info@performancebb.ca Suite 220 – 11717 – 42 St. Edmonton AB. http://www.performancebusinessbrokers.ca/businesses-for-sale-edmonton.html