Glossary · Reading the business
In short
These are the debts and obligations the seller's business owes to others. As a buyer, you need to know exactly which liabilities you're taking on and which the seller retains, especially in an asset purchase.
In an asset purchase, you typically acquire specific assets and assume only explicitly agreed-upon liabilities. Any undisclosed or unassumed liabilities remain with the seller. Your due diligence must uncover all potential liabilities, including outstanding debts, legal claims, and unpaid taxes, to avoid inheriting problems.
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 2026-06-15 · 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.
Pressure-test the numbers before you make an offer
Send us the asking price and the seller's cash flow — we'll show whether the deal services SBA debt and where the add-backs are likely to hold up.
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