Archives for June 2026

A $5M Offer Isn’t Always Worth $5M: Why Deal Structure Decides What You Actually Keep

  Ask a business owner what their company sold for and they’ll give you one number. Ask them what they actually walked away with — after debt payoff, taxes, the working capital adjustment, and the seller note that’s still being paid down — and you’ll get a very different answer, usually accompanied by a story. Here’s the uncomfortable truth from the intermediary’s side of the table: two offers with the same headline price can differ by hundreds of thousands of dollars in real, after-tax, in-your-pocket proceeds. And the higher headline number isn’t always the better deal. Same price, very different deals Imagine two offers on a business listed at $5 million: Offer A: $5 million — $3.25 million cash at closing, a $1 million seller note paid over five years, and $750,000 of “rollover equity”: instead of taking that portion in cash, the seller keeps an ownership stake in the business under its new ownership. Offer B: $4.6 million, all cash at closing, buyer pre-approved for financing, … [Read more...]