Bulk Sale Stop Order

investor profile

June 18, 2025

by an investor from Northeastern University in Grand Rapids, MI, USA

Hello! We are in a process of acquiring a business and just a few days away from closing and last night we found out that state issued Bulk Sale Stop Order for more than $180k. Keeping in mind this is $2M revenue business so this is a significant amount. Has anyone ever had any experience in this regard? Or any buyers came across with this and how did you resolve it? Obviously, our attorney is working on it and so is seller's. Seller claims this is a mistake from the state revenue department and I want to believe him. But in this process, we always trust but verify. I would love to know everyone's thoughts. Thanks.
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Reply by an investor
from Northeastern University in Grand Rapids, MI, USA
But, wouldn't it change the business valuation?
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Reply by a lender
from Eastern Illinois University in 900 E Diehl Rd, Naperville, IL 60563, USA
From a lenders perspective, I do not think you have an option other than to get it resolved. If you still want to close on time, if the lender is comfortable you could potentially escrow for the amount owed (that would be seller funds held in escrow to cover it from sale proceeds) that way everyone knows it is taken care of. Otherwise you would need to get it resolved and get a clear letter prior to closing.
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