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What Was Quartz?

(www.zachseward.com)
141 points mooreds | 1 comments | | HN request time: 0s | source
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GoRudy ◴[] No.43617963[source]
Nothing about that article surprises me regarding G/O but there is one point that Zach makes about his transaction that he is wrong about:

"Thanks to G/O's stubborn insistence that it only wanted Quartz's assets and not the corporate entity"...

this is not stubborn it's quite common and is absolutely the right thing to do for many companies interested in another business. If they buy your entity (stock transaction) it comes with all the legal liability.

Zach probably doesn't understand how much more likely his deal was to close as an asset purchase rather than a stock purchase. A stock purchase comes with lots more diligence and legalese. If they are buying your stock they are buying all your baggage and potential legal matters, it requires a lot more work including a laundry list of representations by the seller. G/O did everyone a favor by sticking to an asset purchase and getting the deal done. that's where the positives end it seems.

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hansvm ◴[] No.43618631[source]
> If they buy your entity (stock transaction) it comes with all the legal liability

For dying companies, most of the time it's fraudulent and illegal to create a transaction divesting the good assets from the bad debts. Why is that potential problem not an issue for a proposal to sell off everything good and leave behind an insolvent shell?

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1. GoRudy ◴[] No.43623668[source]
That's not how these things work. When a company sells an asset the funds go back to the company that sold that asset. So if the "seller" has debts or other obligations those still remain and proceeds from the sale would go towards satisfying those. However, in this case it sounds like the deal was largerly about the employee costs + some cash to the sellers.