Play video

Asset Sales

Learn about an alternative acquisition structure in which the buyer acquires specific assets and liabilities of the target company.

Transcript

As we discussed in another lesson, acquisitions can be structured as either the purchase of equity or the purchase of assets. We’ve already discussed equity sales. Now, let’s talk about asset sales.

I. Asset Sale Structure

An asset sale is a transaction structure in which the target company sells certain assets or divisions to an acquiring company rather than transferring full ownership of its business.

Imagine that TechNova, a technology company, had multiple divisions, including a...

Lessons

1. Welcome to Mergers and Acquisitions
  • Welcome to Mergers and Acquisitions
2. Introduction to Mergers and Acquisitions
3. M&A Transaction Structures
4. The M&A Deal Process
5. The Definitive Agreement
  • Price and Consideration
  • Representations and Warranties
  • Covenants, Conditions, and Termination
6. Securities and Antitrust Considerations
  • Securities as Consideration
  • Securities Registration Exemptions
  • Hart-Scott-Rodino Act
7. Deciding to Sell and Conflicted Transactions
  • The Decision to Sell
  • Conflicted Transactions
  • Controlling Shareholder Transactions
8. Defending Against Hostile Takeovers
  • Preemptive Defenses
  • Other Takeover Defenses
  • The Decision to Defend the Company