Glossary · Doing the deal
Asset purchase
In short
Buying the business's assets and goodwill into your new company, leaving the old entity behind. The most common small-deal structure.
What it means in a deal
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.
Official sources
SOP 50 10 — Lender and Development Company Loan Programs
U.S. Small Business Administration · SBA Standard Operating Procedure
Last checked 2026-06-16. Official sources control — verify before relying on any rule for a live deal.
Related terms
Common questions about Asset purchase
- What is the difference between an asset and stock purchase in a buyout?
- How does a recent significant personal asset purchase affect my SBA 7(a) loan application?
- Can an SBA 7(a) loan be used to purchase a business where goodwill is the primary asset?
- When can an SBA 7(a) loan finance the purchase of intellectual property as a primary asset in an acquisition?
- Can an SBA 7(a) loan be used to purchase a patent or other intellectual property as a primary asset?
- Can an SBA 7(a) loan finance the purchase of intellectual property, like a patent portfolio, as a primary asset?
Defined by CapBench SBA Intelligence — plain-English definitions for business buyers, lenders, advisors, and AI agents, grounded in public SBA rules and records. Last reviewed 2026-06-16 · 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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