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Should I take cash and stock in a business sale transaction?

When selling a business, one of the key decisions the seller must make is how they would like to receive payment for the sale. There are two main options: cash or stock. Each option has its own pros and cons, and the right choice will depend on the specific circumstances of the sale and the preferences of the seller.


Pros of Taking Cash in a Business Sale Transaction


One of the main advantages of taking cash in a business sale transaction is the immediate liquidity it provides. With cash, the seller can use the proceeds from the sale to pay off debts, invest in other opportunities, or simply enjoy the financial security and freedom that comes with a large sum of money.


Another advantage of taking cash is the simplicity and clarity it offers. With cash, the terms of the sale are straightforward and there are no ongoing obligations or responsibilities for the seller. In contrast, accepting stock in the buyer's company can be more complex and may come with additional risks and uncertainties.


Cons of Taking Cash in a Business Sale Transaction


One potential downside of taking cash in a business sale transaction is that it may result in a larger tax bill for the seller. When a business is sold for cash, the entire sale price is subject to capital gains tax. Depending on the seller's tax bracket and the size of the sale, this could result in a significant amount of tax owed.


Another potential disadvantage of taking cash is that it may limit the seller's ability to share in the future success of the company. If the buyer's company performs well after the sale, the seller will not benefit from the increased value of the company's stock.


Pros of Taking Stock in a Business Sale Transaction


One potential advantage of taking stock in a business sale transaction is the opportunity to share in the future success of the company. If the buyer's company performs well after the sale, the value of the stock may increase, providing the seller with additional financial benefit. This can be particularly attractive if the seller believes that the company has significant growth potential.


Another potential advantage of taking stock is the potential for tax savings. When a business is sold for stock, the seller may be able to take advantage of a tax benefit known as a "like-kind exchange," which allows the seller to defer capital gains tax on the sale until the stock is sold. This can provide the seller with more flexibility and potentially lower their overall tax burden.


Cons of Taking Stock in a Business Sale Transaction


One potential disadvantage of taking stock in a business sale transaction is the additional risks and uncertainties that come with holding a stake in a company. While the stock may increase in value, it could also decline, resulting in a financial loss for the seller. Additionally, the seller may have limited control over the company's operations and decision-making, which can be a drawback for those who are used to being in charge.


Another potential disadvantage of taking stock is the complexity and lack of clarity it can bring to the terms of the sale. The seller may be required to sign a shareholder agreement or other legal documents, which can be time-consuming and may come with additional obligations and responsibilities.


Conclusion


In conclusion, the decision of whether to take cash or stock in a business sale transaction will depend on the specific circumstances of the sale and the preferences of the seller. Both options have their own pros and cons, and it is important for the seller to carefully weigh the potential benefits and drawbacks before making a decision. Ultimately, the right choice will depend on the seller's financial goals and risk tolerance, as well as the performance and growth potential of the buyer's company.

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