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Updated almost 6 years ago, 03/12/2019

User Stats

105
Posts
53
Votes
Keith Meyer
  • San Diego, CA
53
Votes |
105
Posts

Allocating Purchase Price to Real Property and "Goodwill" Value

Keith Meyer
  • San Diego, CA
Posted

I noticed in a recent commercial Purchase and Sale agreement I came across that the buyer in the agreement allocated 70% of the purchase price towards the Real Property, and the remaining 30% to the business enterprise value, or "goodwill". They then stated that the the amount allocated to Real Property could be subject to an increase as a result of an optional appraisal which could be ordered by the buyer.

Is this a common practice? I'm assuming this is done mostly to set the bar for depreciation allowances as well as property taxes. Does anyone have experience with structuring a PSA in this way, and if so has this proved beneficial?