Possible to Structure An Acquisition of Multiple LLCs?

searcher profile

June 29, 2024

by a searcher from The University of Texas at Austin - Red McCombs School of Business in Dallas, TX, USA

Looking at a the acquisition of a portfolio of interrelated businesses. It is retail, with 2 store fronts and then a warehouse / mfng. space.

Aggregate $2mm revenue but there are three separate LLCs here. Would a bank have an issue underwriting the acquisition of the whole enchilada?

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commentor profile
Reply by a lender
from Eastern Illinois University in 900 E Diehl Rd, Naperville, IL 60563, USA
Yes, it is very possible to do so. In fact we do not find this uncommon at all. You can either acquire them via a stock or membership interest purchase and keep them separate, purchase them as an asset purchase and keep them separate, or combined them all into one asset purchase agreement. Really your choice from a legal and accounting perspective how you would like to handle it. The only thing that will need to be watched our for are any inter-company revenues and expenses. Lenders are going to want to be sure to understand what those are to be sure nothing is getting double counted. Via a QofE or other diligence you should be able to see who is paying what to which entities. Happy to take a closer look at any time. You can reach me here or directly at redacted Good luck.
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Reply by a professional
from University of New Brunswick in Saint John, New Brunswick, Canada
It would come down to the security agreement and structure of the purchases. Their risk rating for each entity would determine how they would sturcture it. If they're all relatively stable then they might lend money to a single new purchaseco, but if they see risk in one or some of them they might keep everything separate. I have seen both scenarios work
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