About

The Biz Blog

Types of Acquisitions - Merger

March 05, 2019 by Alex Estrin

There are three principal ways to acquire a business: a purchase of the Target's assets or stock, or a merger. Alex Estrin business broker with BizEx, and Alex Prasad, business attorney with AEGIS Law, present a high-level summary of mergers. Merger Fundamentally, a merger is a more complicated stock purchase. “The result is that two legal entities are merged into one, which assumes all of the assets and liabilities of the extinguished entity,” says Alex Estrin. In some forms of merger, when the Target's corporate existence continues, the Buyer can avoid many third party consent issues. The tax treatment, relation to third parties and ability to force stockholders into a transaction vary based on the type of merger.

Types of Acquisitions - Stock Purchase

February 26, 2019 by Alex Estrin

There are three principal ways to acquire a business: a purchase of the target's assets or stock, or a merger. Alex Estrin business broker with BizEx, and Alex Prasad, business attorney with AEGIS Law, present a high-level summary of stock purchases. Stock Purchase In a stock purchase, an acquiror buys the target company directly from its shareholders; the result, if the Buyer is an existing business entity, is that the target becomes a wholly-owned subsidiary of the acquiror. Since the acquiror in a stock purchase takes complete control of the legal entity of the target, it takes on all of the assets – and all of the liabilities – of the target as of the closing date. If the deal is structured as a "cash-free, debt-free" deal, as most US domestic deals are, the Buyer will often require the Seller satisfy certain liabilities with the closing proceeds simultaneous with the closing.

Types of Acquisitions - Asset Purchase

February 19, 2019 by Alex Estrin

There are three principal ways to acquire a business: a purchase of the target's assets or stock, or a merger. Alex Prasad, business attorney with AEGIS Law, and Alex Estrin business broker with BizEx, present a high-level summary of asset purchases. Asset Purchase In an asset purchase, a Buyer acquires only those assets and liabilities specifically delineated in the purchase agreement. This surgical approach ensures that a Buyer gets only what it wants – and nothing more. As compared to a stock purchase, the process of picking and choosing usually leads to a longer deal timeline. In other ways, an asset purchase can be simpler; for instance working capital adjustments are not always included in an asset purchase as the Buyer may not be acquiring the bank accounts of the Seller.

Acquiring a Business – An Overview of the Process

February 12, 2019 by Alex Estrin

Whether you're a business looking to grow through acquisition or an individual looking to acquire your first business, the acquisition process generally contains the same high-level steps. In the paragraphs below, Alex Prasad with AEGIS Law, and Alex Estrin with BizEx lay out a high-level summary of the process of acquiring a business. Form an advisory group If you are an existing business you may already have an in-house acquisition team. If you do not, at a minimum, a team will likely include a transactional attorney to draft the deal documents and either a broker or an investment banker. The broker/investment banker can help you identify targets and provide useful context re: price and other deal terms they see in the same industry as your target. Conduct public due diligence

New Business For Sale: Garment Delivery Business, Niche (3 Trucks Incl.)

December 14, 2018 by Alex Estrin

Alex Estrin just launched a new listing: Garment Delivery Business, Niche (3 Trucks Incl.) Garment Delivery Business, Niche (3 Trucks Incl.) Asking: $137,000 • Gross: $222,000 • Net: $62,000 Independent, dock-to-dock garment delivery business. Operating in a niche market. Headquartered in Los Angeles. Turn Key opportunity. 25+ years in business. Long-term customers. 3 trucks included in the sale (free & clear). Fantastic growth potential for new owner. Training included. Routes are usually anywhere from San Fernando Valley, San Gabriel Valley, San Bernardino/Riverside to the OC Area. Drivers make 1-6 deliveries per day. Income is well documented. Relocatable freight carriers, specialized moving/delivery business. Contact us for more information. Please complete the "Buyer Registration" including a Non-Disclosure Agreement on-line at www.bizex.net Alex Estrin, Business Broker and M&A Advisor, (310) 882-2200 ext. 158. Alex Estrin Email: aestrin@bizex.net

New Business For Sale: High-End Rug Restoration, Cleaning, and Sales to the Affluent

August 22, 2018 by Alex Estrin

Alex Estrin just launched a new listing: High-End Rug Restoration, Cleaning, and Sales to the Affluent High-End Rug Restoration, Cleaning, and Sales to the Affluent Asking: $98,000 • Gross: $118,008 • Net: $78,542 Over the last 30 years, the owner has been cleaning, selling, and restoring high-end expensive rugs, generally valued between $2,000-$10,000. Most of his business is on the West Side, serving clients with a lot of disposable income. Typical clients include entertainment professionals, doctors, lawyers, and business professionals. Many years ago, the owner traveled to the Middle East where he learned how to make high-end rugs from scratch and has perfected a cleaning and restoration method. He will train the new owner how to do the same.

STANDARD OF CONDUCT IN DEALING WITH CLIENTS

July 05, 2018 by Alex Estrin

I would like to share with you the Business Brokerage Standards that I follow. When dealing with clients, a Business Broker should:  pledge to protect and promote the best interests of the client, perform all services with integrity, honesty, care, good faith and fair dealing, seek to obtain reliable information, maintain confidentiality of client’s proprietary information, obtain terms and conditions of agreements in writing, be willing to take the necessary steps to complete an assignment competently or decline the engagement.   When dealing with clients, Business Brokers should:  offer the client objective advice, opinions and recommendations, advise the client to make full disclosure, where appropriate, to prospective buyers of all information which may materially impact the transaction, conduct all negotiations on behalf of the client in good faith, keep the client informed of the status of all negotiations,