Handshake representing dealership buy/sell acquisitions
Buy / Sell Acquisitions & Asset Appraisals

Protect Both Sides of the Deal

In any dealership acquisition or closure, whether you’re the buyer or the seller, having a parts inventory and fixed operations equipment specialist is critical to protecting both parties. These transactions are complex, and fixed assets or parts inventory values are often overlooked until late in the process. Yet, these assets typically represent the second-largest cash exposure in a dealership’s total valuation.

At Mitchell Automotive Services, our role is to ensure that both buyer and seller have a complete and accurate accounting of all parts, fixed assets, and tools on hand. We establish fair market values for these assets and document them according to the terms of your acquisition or dissolution agreement. We also work directly with the manufacturer to maximize termination returns for both parties.

Many transactions include assets that fall outside the contract’s parameters. We identify, document, and help both parties develop equitable strategies for liquidating or retaining these items — ensuring that no value is left on the table.

Fixed Asset Procedures

Our experienced professionals work closely with your team to provide a full spectrum of equipment appraisal services. We offer certified buy/sell inventories, fleet management inventories, and complete fixed asset assessments — all backed by our Master Certified Machinery and Equipment Appraiser (MCMEA) credentials.

As certified appraisers, we deliver valuation reports that stand up to scrutiny from banks, lenders, the IRS, attorneys, insurers, CPAs, and other stakeholders involved in asset transfer or financing.

Our comprehensive appraisal report includes:

  • Mitchell Inventory Worksheet — detailing each item’s description, model number, serial number, category, installation status, and notes.
  • Complete photo documentation in PDF format.
  • Excel spreadsheet summary including catalog numbers, quantities, and extended values.
  • Brokerage services available upon request.

Physical Inventory Procedures

Our automotive buy/sell physical inventory process provides comprehensive, actionable data. We review your Asset Purchase Agreement (APA) and meet with both buyer and seller to clarify ambiguous terms — especially around “obsolete” parts classifications.

Most clients choose to begin with a pre-inventory analysis, where we review your counter pad, categorize items per the APA, and create a baseline. This step ensures transparency and saves significant time at closing by identifying excluded items early.

After completing the final inventory, Mitchell Automotive Services delivers a detailed reconciliation per the APA. The report includes original values, adjustments, and final purchase prices, along with part-by-part listings that identify excluded items and reasons. This gives your parts staff a clear pull list with bin locations, quantities, and negotiated outcomes for closing accuracy.

Pricing

Buy/Sell Fixed Asset Assessment Pricing
With Asset Schedule 1.0% (minimum $7,500 per manufacturer)
Without Asset Schedule 1.5% (minimum $7,500 per manufacturer)
Travel Expenses Billed at net cost
Remote Buy/Sell Physical Inventory Pricing
Pre-Inventory Analysis (optional) 0.50% of counter pad value (minimum $1,750)
Post-Inventory Analysis (required) 0.50% of counter pad value (minimum $1,750)
Both Pre and Post Inventory Analysis 10% discount

Due to the complexity of on-site buy/sell engagements, please contact us for an on-site quote.

What's at Stake — For Each Side of the Table

We are engaged by buyers and by sellers, and occasionally by both parties jointly. The work is the same either way: establish defensible numbers before they become a dispute.

If You Are Buying

You are about to purchase an asset you have not personally counted. Parts inventory and fixed assets typically represent the second-largest cash exposure in the transaction, and an overstated parts valuation transfers straight onto your opening balance sheet as capital you cannot recover.

  • An independent count establishes what you are actually buying, not what the schedule claims.
  • Obsolete and non-returnable stock is identified and classified per the Asset Purchase Agreement rather than absorbed at full value.
  • Equipment and tooling are documented by model and serial number, giving you a fixed asset register from day one.
  • Your lender receives valuation reports from a certified appraiser rather than a seller's estimate.

If You Are Selling

Your objective is to be paid fairly for everything you own — including the assets that tend to be overlooked in the rush to close. Undocumented tooling, shop equipment, and returnable stock are routinely left on the table simply because nobody catalogued them.

  • A complete accounting ensures items outside the contract's parameters are identified rather than surrendered by default.
  • Documented fair market values give you a defensible position when the buyer's team challenges a number.
  • Clean, itemized records shorten diligence and reduce the risk of a late renegotiation.

When to Bring Us In

The single most common mistake in dealership transactions is treating parts and fixed assets as a closing-week formality. By then the terms are fixed, the ambiguities in the Asset Purchase Agreement are locked, and any disagreement over what counts as "obsolete" becomes a negotiation under time pressure.

Engaging early changes the dynamic. Reviewing the APA before the count lets us surface vague definitions while they can still be clarified, and the optional pre-inventory analysis creates a categorized baseline from your counter pad well ahead of closing. Most clients who take that step find it removes the largest source of friction at the table — and because excluded items are identified in advance, the final count moves considerably faster.

If a transaction is realistically on your horizon, ongoing parts inventory analysis in the months beforehand puts you in a materially stronger position: liability gets resolved on your timeline rather than discovered on someone else's.

Reports Built to Withstand Scrutiny

An appraisal is only worth what it can survive. Because our work is performed under the Master Certified Machinery & Equipment Appraiser (MCMEA) credential, our valuation reports are prepared to stand up to review from banks and lenders financing the transaction, the IRS for tax and allocation purposes, attorneys structuring the deal, insurers setting coverage, and CPAs booking the assets.

Each engagement produces the Mitchell Inventory Worksheet — item description, model number, serial number, category, installation status, and notes — alongside complete photo documentation in PDF and an Excel summary with catalog numbers, quantities, and extended values. Appraisals are valid for 180 days, so timing the work relative to your expected closing date matters.

Buy/Sell FAQs

How long is an appraisal valid?

180 days. If your closing date moves substantially beyond that window, the valuation should be refreshed to remain defensible.

Can you represent both buyer and seller?

Yes. Our role is to produce an accurate, independent accounting that both parties can rely on — which is frequently why we are engaged jointly.

What is the difference between the pre- and post-inventory analysis?

The optional pre-inventory analysis reviews your counter pad and categorizes items per the APA to create a baseline before closing. The required post-inventory analysis delivers the final reconciliation, including original values, adjustments, and final purchase prices. Choosing both earns a 10% discount.

What happens to assets that fall outside the agreement?

We identify and document them, then help both parties develop an equitable strategy for retaining or liquidating them so no value is quietly lost in the transfer.

Do you handle dealership closures as well as sales?

Yes. Closures and dissolutions involve the same disciplines — a complete accounting of parts, fixed assets, and tools, documented values, and coordination with the manufacturer on termination returns.

Is brokerage available?

Brokerage services are available on request as part of an engagement.