BTB Buyer Guide
Asset Purchase vs Stock Purchase
The legal structure of a business acquisition affects what the buyer acquires and what may remain with the seller.
BTB guide · Updated September 30, 2026
What buyers should understand
In an asset purchase, the transaction generally identifies specific assets and assumed obligations being transferred. In an equity or stock purchase, the buyer generally acquires ownership interests in the entity itself. The consequences can differ for contracts, licenses, employees, liabilities, taxes, consents and continuity of the operating entity.
Practical example
Do not choose a structure from a headline comparison alone. The target entity type, jurisdiction, tax facts, contracts and deal terms matter. Use due diligence to identify what must transfer and qualified legal and tax professionals to structure the actual transaction.
Use this inside BTB
Educational information only. Verify legal, tax, accounting, financing and transaction questions with qualified professionals and current source material.
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