C-Corporation Buy-Outs


How It Works
The process is simple:

  • In an independent transaction, a closely held US C-corporation sells its business assets to a separate third party
  • The BlueSky Group works with our partners to perform in-depth due diligence on the corporation, reviewing shares issued and outstanding, actual and contingent liabilities, etc.
  • Following the proceeding, unrelated asset sale, our acquirer partners offer a fair market price for the remaining corporate structure, including cash resulting from the asset sale, liabilities, representations, warranties, etc., with independently raised capital
  • The acquirer positions the acquired corporation into a new line of business for long-term economic purpose in profit-seeking ventures in its strategic portfolio, which includes growth companies, publicly traded equities and debt, venture capital, private equity, hedge funds, and conventional loss assets

Benefits to Selling Shareholders
By selling a C-corporation in a transaction separate from any asset sale, selling shareholders:
  • Maximize net proceeds from the sale of a business
  • Mitigate the risk and liabilities that can result from only an asset sale
  • Are relieved of on-going ownership
  • Minimize risk of regulatory non-compliance

Acquisition Candidates
Prime acquisition candidates include:
  • Closely held US C-corporations that are selling or have sold their business assets to an unrelated third party
  • Corporations that have an investment grade share portfolio or certified commission payment structure that may either be liquidated or is pending liquidation
  • Certain foreign-owned US C-corporations

Further, candidate businesses should have:
  • Corporate gain of more than $5 million from an independent asset sale
  • Clean balance sheet with only cash and the associated tax liability resulting from the corporate gain
  • Clean corporate structure with very few shareholders