In an asset deal, sellers typically retain certain assets that are not

explicitly included in the transaction, which may vary depending on the specific terms of the deal. Common assets that sellers often keep include:

• Cash and cash equivalents

• Non-operating assets: Sellers may keep non-core or non-operating assets, such as investments in other companies or real estate not used in the business.

• Certain liabilities: In an asset deal, sellers usually retain liabilities not assumed by the buyer, which may include long-term debt, pending litigation, or other contingent liabilities.

• Corporate entities and legal structure: As asset deals involve the sale of specific assets rather than the entire company, sellers retain the corporate entity and legal structure, which can be used for other business purposes or wound up as needed.

It's important to note that the specific assets retained by the seller will depend on the negotiated terms of the transaction and the nature of the business being sold.