Glossary · Doing the deal
In short
Buying the business's assets and goodwill into your new company, leaving the old entity behind. The most common small-deal structure.
In an asset purchase, you're buying the things the business owns — equipment, inventory, contracts, goodwill, trade name — rather than the legal entity itself. This is the preferred structure for most small-business acquisitions because you don't inherit the seller's unknown liabilities. The old entity dissolves or lives on without the business. Your lender will likely prefer an asset purchase because it's cleaner from a collateral perspective.
SOP 50 10 — Lender and Development Company Loan Programs
U.S. Small Business Administration · SBA Standard Operating Procedure
Last checked 2026-06-14. Official sources control — verify before relying on any rule for a live deal.
Defined by DealRoom.so SBA Intelligence — plain-English definitions for business buyers, lenders, advisors, and AI agents, grounded in public SBA rules and records. Last reviewed 2026-06-14 · Not legal, tax, or financial advice, and not an approval decision. Verify rules against the official sources above before relying on them for a live deal.
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