BUSINESS OPPORTUNITY: Seeking Qualified Companies Interested in Acquiring Net Operating Loss (NOL) Carry-Forward


Our Firm was recently retained by a former client seeking to sell / merge its shell corporation with a qualified Buyer.   The primary asset of the shell corporation is a $9+ million dollar Net Operating Loss (“NOL”) that may provide an interested and qualified Buyer with a multi-million dollar Carry Forward tax loss write-off.  Our Firm’s exclusive role is to introduce interested Buyers to the Sellers.  If a transaction is consummated, our Firm will be compensated modestly by the Seller for matchmaking services.

To streamline the process of identifying qualified Buyers, we have been authorized to disclose the following information:

SUMMARY:  The Sellers’ Company was an industry leader in the international minutes exchange segment from the years 2002-2010.  The Company was unable to raise additional financing, winding down operations in the year 2010.  Today, the Company’s assets include a significant Loss Carry forward in the amount of $9,019,842.00.  The Board of Directors and shareholders of the Company are interested in selling the Company, including tax assets consisting of a Net Operating Loss (NOL) carry forward, to an interested and qualified Buyer.

  • Company is a Delaware C-Corporation, formed in 2002
  • Company is primarily engaged in “Telecommunications”
  • Assuming a 40% tax rate (state-city-federal) the approximate value of the NOL is estimated to be $3.6 million
  • Sellers have indicated a willingness to accept a 70%-80% discount off the value
  • Multi-year offers should be limited to no more than 2 years, but other offers will be considered
  • Preference for a buyer who can utilize the whole benefit in one year and is open to reverse merge into the shell.

Our Firm expressly disclaims any expertise in the valuation of the opportunity and shall not participate in the facilitation of any transactions beyond making introductions to the Sellers.  We urge any interested Buyer to seek expert assistance from qualified Accounting and/or Tax Law professionals to evaluate and pursue this opportunity.

If you are interested in making introductions with the Seller, please contact Jonathan S. Marashlian.

ATTORNEY ADVERTISING DISCLAIMER: This information may be considered advertising in some jurisdictions under the applicable law and ethical rules. The determination of the need for legal services and the choice of a lawyer are extremely important decisions and should not be based solely upon advertisements or self-proclaimed expertise. No representation is made that the quality of the legal services to be performed is greater than the quality of legal services performed by other lawyers

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