Library
Guides for New York business buyers
Every page solves one distinct buyer problem, cites primary government sources, and says plainly when the answer is it depends. Read the core five in order if you are new; jump straight in if you are not.
Start here — the core five
The end-to-end workflow, your budget, the earnings metric, how to find targets, and what to check before you wire money.
How to buy a business in New York
The end-to-end buyer workflow — from deciding what to buy through closing and the first 90 days of transition — with the New York-specific steps most national…
Read → Pillar guideHow much business can I afford to buy?
Affordability is not one number. It's three numbers that have to line up — what you can put in, what the business's cash flow can service, and what an SBA 7(a)…
Read → Pillar guideSDE vs EBITDA: how to read a business's earnings
Why small businesses use Seller's Discretionary Earnings, lower-middle-market businesses use EBITDA, which add-backs lenders and QoE analysts actually accept,…
Read → Pillar guideHow to find businesses for sale in New York
The honest version: four sourcing channels, what each costs, what each is good for, and the red flags to watch for — including how to access Hedgestone's…
Read → Pillar guideDue diligence checklist for buying a business
A printable, source-backed checklist organized by track — Financial/QoE, Legal, Operational, New York-specific, and Risk. Each item documents what to request,…
Read →New York mechanics
The regulatory and operational steps that only apply because the business is in New York State.
NYS bulk-sale & successor liability when you buy a business
The New York bulk-sale rule is the single most under-explained tax exposure in a business acquisition. If you buy a business’s assets and pay the seller without…
Read → Deal structure guideAsset purchase vs equity purchase in New York
Structure determines what the buyer owns on day one, which liabilities may follow, which contracts and licenses need action, how the purchase price is reported,…
Read → Lease and consent guideHow to transfer a commercial lease when buying a business in New York
When the address produces the revenue, the lease is not a closing attachment—it is part of the asset. A buyer must prove the right tenant can occupy the space…
Read → Workforce transition guideWhat happens to employees when you buy a business in New York?
Employees do not fit into one closing checklist line. The buyer must decide who employs each person, which obligations continue, what payroll and insurance must…
Read → Franchise resale guideHow to buy an existing franchise in New York
A franchise resale is two acquisitions at once: the existing local operating business and a new or assumed contractual relationship with the franchisor. The…
Read → Planning guideHow long does it take to buy a business in New York?
A buyer should plan two clocks: the time required to find a business worth buying, and the time required to prove, finance, document, and transfer that specific…
Read →Financing and deal economics
How the purchase actually gets paid for, and the terms that decide whether the capital stack survives a slow first year.
SBA 7(a) acquisition loan: what the SBA lender actually underwrites
SBA 7(a) is the workhorse federal financing program for buyers acquiring an existing small or lower-middle-market business in New York. It caps at $5 million,…
Read → Deal financing guideSeller financing in a business acquisition
A seller note can bridge a valuation gap, reduce the buyer's day-one cash need, and keep the seller economically invested in a clean transition. It can also…
Read → Acquisition financing guideHow can you finance a business purchase without an SBA loan?
A non-SBA acquisition is not one alternative loan. It is a capital stack assembled from buyer cash, conventional credit, asset-backed debt, seller credit,…
Read → Purchase-price mechanicsWorking capital in a business acquisition
A buyer can pay the negotiated price and still receive a business short of receivables, inventory, or operating cash support. A working-capital target defines…
Read → Contingent purchase price guideHow does an earnout work when buying a small business?
An earnout makes part of the purchase price depend on a defined result after closing. It can bridge a specific uncertainty—such as a customer renewal, retained…
Read →Proving the numbers
Diligence work that separates a business that reports cash flow from one that produces it.
Quality of earnings for small-business buyers
A QoE answers a narrower, harder question than “what profit is on the P&L?” It asks how much of the target's reported cash flow is supported by records,…
Read → Revenue-risk guideHow much customer concentration is too much when buying a business?
A concentration percentage is a screening signal, not a verdict. The buyer's real question is whether the acquired cash flow survives the loss, repricing,…
Read → Deal guideLetter of intent for buying a business in New York
A useful LOI is not a ceremonial offer letter. It is a decision map: what you think you are buying, how the economics work, what must be proved, who must…
Read → Succession and transition guideHow to buy a business from a retiring owner
“Retirement” explains why an owner may sell; it does not prove the earnings, price, or transition. The buyer must convert the owner's relationships, judgment,…
Read →More guides
Buying a business with no money down
This question has a specific answer rather than a motivational one, because the rule that governs it is a published federal document you can read. Here is what…
Read → Regulated acquisition guideBuying a professional practice in New York
Veterinary, dental, accountancy, pharmacy, medical: these look like ordinary small businesses until you try to buy one. Two features of New York's regime change…
Read → Deal structure guideBuying the real estate with the business
A great many small-business sales come with the premises attached, and buyers tend to treat it as one transaction at a bigger number. It is two decisions,…
Read → GuideEnvironmental diligence and the Phase I in New York
Environmental diligence is the item most likely to be skipped on a small deal and most likely to be catastrophic when it is. The reason is structural:…
Read → GuideEscrow, holdbacks and indemnities
Diligence finds things. What you do next is either reprice the deal or arrange for the risk to be carried by someone — and most of the time it should be both, in…
Read → GuideThe first 90 days after buying a business in New York
Most buyers plan the purchase in detail and the handover barely at all. The result is a predictable first month: obligations that were supposed to be automatic…
Read → Licensing guideFood service permits outside New York City
Our guide to the New York City food permit says plainly that it does not generalise beyond the five boroughs. This is the other 57 counties — where the structure…
Read → Licensing guideHome improvement licences when buying a New York business
Most buyers of a home-services business assume the licence is part of what they are buying. It generally is not, the definition of who needs one is much wider…
Read → ValuationHow to value a business in New York
Most valuation advice for small businesses is a table of industry multiples. Those tables are the most common reason buyers anchor on a wrong number — and…
Read → Deal structure guideNon-competes when buying a business in New York
We have held this page back for a long time, because most of what is written about non-competes is either out of date or is about employees rather than…
Read → New York licensingHow a liquor licence transfers when you buy a New York business
A liquor licence is issued to a licensee, not attached to the premises or sold with the business. Which of the two routes your deal takes — a new application…
Read → GuideThe NYC Commercial Rent Tax
The Commercial Rent Tax is the New York City tax most often mentioned and least often understood. It is usually described as applying to Manhattan tenants paying…
Read → New York City licensingNYC food service permits when the business changes hands
The permit does not transfer, which buyers expect. What they do not expect is that the seller’s uncorrected violations and unpaid fines can stop the Department…
Read → GuideThe personal guarantee on an SBA loan
Buyers spend months on the price and minutes on the guarantee, which is the wrong way round. The price decides what you pay for the business. The guarantee…
Read → Tax and structure guidePurchase price allocation and Form 8594
Two buyers can pay the same price for the same business and end up with materially different after-tax outcomes, entirely because of how one schedule in the…
Read → GuideRetrading after due diligence
Every buyer worries about being the person who retrades. The worry is useful — it keeps you honest — but it also stops people raising adjustments they are…
Read → FinancingSBA 7(a) vs 504: which one actually buys a business?
Two SBA programmes, and buyers are routinely pointed at the wrong one. The difference is not rate or size — it is what each may be spent on, and one of them…
Read → SBA financing guideSBA equity injection rules for buying a business
Most guidance online says the SBA requires "10% down." That is the right number attached to the wrong questions. Ten per cent of what, contributed by whom, and…
Read → Employment cost guideUI experience rating when buying a New York business
Buyers budget for wages and forget that the rate at which those wages are taxed for unemployment insurance is inherited, not reset. In New York it follows the…
Read →Talk to an advisor
Read three guides and still stuck on your specific deal?
That is usually the point where a 20-minute call is worth more than a fourth guide. Free, no pitch, and if a broker is not the right help Jason will say so.
- You're choosing between two or three target industries and want a reality check on each.
- You've found a listing and want a second set of eyes on the financials before you spend on a CPA.
- You're an out-of-state buyer who needs a New York-specific view of taxes, licensing, and deal norms.
- You're stalled on how to source off-market opportunities in your target region.
Prefer email? Reach jason.taken@hedgestone.com.
Not ready to talk? The calculators and the due-diligence checklist need no introduction.