NexTax Advisory
Insights

Deal questions, answered the way a lender would check them.

Each piece answers one acquisition, financing, valuation, or tax question directly, cites the primary source for every rule it states, and shows the math. Written and reviewed by Steve Morello, with a stated review date so you know how current the rules are.

Start Here
A laptop and notebook showing a pre-LOI acquisition checklist

The Pre-LOI Acquisition Checklist: What to Verify Before You Make an Offer on a Business

The six areas to screen before you sign a letter of intent: earnings quality, customer concentration, owner dependence, legal exposure, SBA readiness, and seller candor. With links to the deep work on each.

July 22, 2026  ·  14 min read
SBA Underwriting
A buyer and lender reviewing an SBA loan file

How Much Can I Pay for a Business and Still Meet DSCR?

Work backward from real cash flow to the maximum SBA loan, purchase price, and equity a deal can carry at the required debt-service coverage. Illustrative math included.

August 16, 2026  ·  12 min read
SDE & Earnings
Two people reviewing a business's financial statements

What Is SDE and How Is It Different From EBITDA?

SDE adds back one owner's total compensation and benefits; EBITDA does not. Clean definitions, a side-by-side table, and a worked reconciliation from net income to each.

August 17, 2026  ·  9 min read
Tax Structuring
A split scene contrasting an asset sale with a stock sale

Purchase Price Allocation in a Business Sale: How It Works and Why It Matters

How the price of a business is allocated across the seven asset classes under IRC 1060, how Form 8594 reporting works, and why the allocation is a negotiated term. With a worked example.

September 1, 2026  ·  11 min read
Working Capital & Closing
Two people comparing a balance sheet and an inventory count at a desk

What Is a Working Capital Peg in an Acquisition?

The working capital peg is the level of working capital the seller must deliver at closing. What it is, how a target is commonly set from a trailing average, and where pegs go wrong.

September 1, 2026  ·  9 min read
Exit Readiness
A business owner reviewing a readiness checklist with an advisor

How Do I Prepare My Business to Sell?

Work the same list a buyer's diligence team will: books that reconcile, earnings that hold, less owner dependence, transferable contracts. The sequence, ordered by lead time.

September 1, 2026  ·  10 min read
Specialty Expertise

Transaction types and verticals, covered end to end.

Beyond single questions: synthesis pages that assemble how whole deal types work, built on the articles above.

SBA-Financed Business Acquisitions
The dated rules, the structure envelope, and the seller's exit, in one place.
DTC & E-Commerce M&A
Platform and supplier concentration, account transfers, inventory-shaped working capital.
Service Business Acquisitions
What actually transfers when the owner leaves, function by function.
Recurring-Revenue & SaaS Valuation
Revenue visibility, the multiple-basis trap, and quality tests.
All specialties →

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NexTax Advisory provides financial and tax advisory services. It does not provide legal services or formal audit or attest engagements. Analysis is intended to inform your decisions alongside your attorney, lender, and independent quality-of-earnings provider, not to replace them.