A taxable asset purchase allows the buyer to "step up," or increase, the tax basis of the acquired assets to reflect the purchase price. Asset purchase agreements are a useful way to: Carve out certain assets of a business without taking on liabilities or debt obligations.In an asset purchase, the buyer agrees to purchase specific assets and liabilities. This means that they only take on the risks of those specific assets. Both the seller and purchaser of a group of assets that makes up a trade or business must use Form 8594 to report such a sale. Learn the tax implications for each type of sale. In an asset sale, the new owner purchases the business's physical assets. The seller retains all rights to the legal entity. This article gives an overview of a few potential areas of sales and payroll tax exposure that can exist at the time of acquisition. An asset sale is a type of business transaction in which a buyer purchases all, or part of, a selling business' assets.