The Basics Of Closing - What happens to the seller's bank accounts at closing?

In an asset transaction, the acquirer purchases these along with the other assets, but if they are excluded by the seller in the acquisition agreement, they stay with the seller. In a stock transaction, by contrast, the seller cannot simply exclude assets in an agreement and expect to possess them after closing.

Instead, as the target, it has to take them prior to closing. If sellers want to retain any assets in the target, they need to distribute those assets out of the target prior to the sale so they no longer belong to the target when ownership of the target changes at closing.