When I purchased my small business it was an asset only blue sky sale. Both of M&A ventures that my employers went through in the hundreds of millions and billions were equity sales. One a leveraged buy out, the other public stock.
On an enterprise sale this large with this much risk exposure and tax implication, I would not make the assumption of asset only. The remaining risk exposure without the future revenue would be untenable for the Pohlad Companies, as well as the capital gains impact.
remember, they bought the franchise for $44m, and are selling it for $1.5b. Asset sales are regular income tax up to 37% fed and 18% state. Equity is taxed at capital gains, 10% state and 10% federal, that’s $675,000,000 minus $300,000,000 equals $375,000,000 tax savings, plus another $400,000,000 in debt relief.
For $775,000,000 I’m pushing hard for equity sale