Going-concern
Acquisition of the business as a continuing entity — staff, customers, operations stay together. In insolvency the king's road for strategic buyers.
Going-concern denotes acquiring a business as a live, continuable unit — as opposed to piecemeal liquidation (breakup + sale of assets). Employees, customers, supplier relationships, active contracts and operating processes stay bundled and transfer to the buyer as a whole.
In insolvency, a going-concern sale is usually the administrator's preferred realisation route when a buyer is available: it typically maximises proceeds (going-concern value > liquidation value), preserves jobs, and enjoys stronger creditor-committee and court acceptance. Almost always executed as an asset deal from the ongoing insolvency.
Practically: a going-concern deal requires the buyer to engage the administrator BEFORE the reporting term (§ 29 InsO) with an indicative offer. Buyers who reach out after the liquidation decision only find individual assets left.
Related terms
- → Asset deal— Acquisition of individual assets (brand, inventory, contracts, staff) instead of company s…
- → Insolvency administrator— Court-appointed representative of the insolvency estate. Takes disposal rights, monetises …
- → Berichtstermin (report meeting, § 156 InsO)— First creditors' assembly in the proceeding. Administrator reports asset status and propos…
- → Distressed M&A— Corporate acquisitions in crisis or insolvency contexts. Characterised by compressed timel…
- → Massekredit (estate loan)— Loan the insolvency administrator takes on against the insolvency estate to fund ongoing o…
- → Liquidation value vs. going-concern value— Two valuation benchmarks for the insolvency estate: proceeds from piecemeal liquidation ve…
- → Estate insufficiency (§ 208 InsO)— The administrator's notice to the insolvency court that the estate can no longer cover exi…