Back to Insights

First Turn Capital Featured on KOCO: A Tax-Smart Approach to Selling Your Business

Chad Godwin on tax-smart deal structuring, the real cost of unsolicited offers, and why how a sale is structured matters as much as the price.

Share this article:

In This Article

First Turn Capital Featured on KOCO: A Tax-Smart Approach to Selling Your Business

Originally published by KOCO / ABC Affiliate on February 19, 2026.

First Turn Capital founder Chad Godwin sat down with KOCO to discuss how business owners can protect their proceeds when selling a company, and why the structure of a deal matters just as much as the headline price.

The full article covers several critical topics for owners considering a sale, from navigating unsolicited offers to understanding the tax implications of deal structure.

"Most business owners have never had their company formally valued. And when they think about selling, they assume a competitor is their only option. That's one of the most expensive misconceptions I see."

The Market Most Owners Never See

One of the key themes in the piece is the breadth of the buyer landscape. Many owners default to thinking a competitor is the only viable acquirer, but the reality is far more expansive. Private equity firms, family offices, independent sponsors, and search funds all actively compete for quality privately held businesses.

First Turn Capital specializes in advising Oklahoma and Texas sellers across the industrial and energy ecosystem, including manufacturing, construction, midstream and downstream operations, oilfield services, and roofing.

Why the Headline Number Can Be Misleading

The article highlights a critical distinction that many first-time sellers overlook: the difference between the offer price and what you actually take home. Godwin walks through factors that can dramatically change the real value of an offer:

  • How much cash is coming at close
  • What is being held in escrows or holdbacks
  • Whether working capital targets can trigger dollar-for-dollar price adjustments
  • What transition expectations look like
  • How a Quality of Earnings review can reshape final terms

"Often the highest offer isn't the best option, simply due to the structure of the sale and the culture of the buyer."

Tax-Smart Deal Structuring

Perhaps the most impactful section of the article addresses the tax implications of deal structure. The distinction between an asset sale and a stock sale can translate into significant differences in what a seller keeps after taxes.

In a stock sale, the seller typically pays long-term capital gains tax on the proceeds. In an asset sale, a portion can be taxed as ordinary income, at a meaningfully higher rate.

"In our experience, structure has resulted in 10 to 15 percent more in the seller's pocket on the same headline price."

As a SEC and FINRA regulated investment bank, First Turn Capital has the ability to structure stock sales and work alongside tax and legal advisors to ensure sellers are not leaving money on the table.

Why Unsolicited Offers Are Usually Discounted Offers

The article also addresses a scenario many business owners face: an uninvited buyer showing up with what feels like a compelling offer.

Godwin's advice is direct. Unsolicited buyers are typically looking for a discount, and they are counting on the seller not knowing what the business is actually worth. These offers frequently come with aggressive terms buried in the details and short timelines designed to pressure a quick decision.

"If you've received an unsolicited offer, my advice is simple. Before you respond, get a qualified fairness opinion or market valuation. You need to understand what your business is worth in a competitive process."

Confidentiality as a Compliance Requirement

In tight-knit industries across Oklahoma and Texas, rumors about a potential sale can have real consequences. Employees worry, customers hedge, and competitors start asking questions.

First Turn Capital's process is designed to keep a sale quiet until the timing is right. As a registered investment bank governed by the SEC and FINRA, confidentiality is not just a best practice. It is a compliance requirement. Buyers receive blind teasers that describe the opportunity without identifying the company, and detailed information is only shared after NDA execution and buyer vetting.

Read the Full Article

The complete article is available on KOCO's website. It covers the full scope of what working with First Turn Capital looks like, from the initial review period through closing.

Read the full article on KOCO


To start a conversation about selling your business, visit our Start My Valuation page or contact us directly.

Topics

News & PressTax PlanningSelling a Business

This article is for informational purposes only and does not constitute investment advice, a recommendation, or an offer to buy or sell securities. Securities offered through First Turn Securities, LLC, Member FINRA/SIPC.

Chad Godwin

About the Author

Chad Godwin, MBA, CM&AA

Founder & Managing Partner

Chad Godwin is the Founder of First Turn Capital, specializing in M&A advisory for lower-middle market companies across the Southwest.

Connect on LinkedIn