Nevada operates under the three-tier distribution system for alcohol, whereby the makers of alcohol sell products to a licensed importer to bring into the state. An importer typically also has a wholesaler license. A retailer of alcohol (i.e., business that sales alcohol at retail to customers, such as grocery store, restaurant, casino, liquor store) may only purchase alcohol from a licensed importer/wholesaler or wholesaler that bought it from a designated importer.
For many years, the limitation on where retailer's can purchase alcohol left many questioning whether alcohol could be included in the assets that were sold during a business purchase and sale. A few years ago, the Nevada State Legislature amended alcohol laws of Nevada so that inventory consisting of at least 50% of the alcohol purchased from a wholesaler and in possession of the retailer can be sold to the buyer of a business with retail alcohol sales. The law requires a retailer that intends to sell its business to notify wholesalers that sold alcohol to the retailer within the last year at least 30 days before the sale that (i) a sale is taking place; (ii) the prospective date the sale will close; (iii) the names and addresses of the retailer and prospective purchaser; and (iv) address where inquiries about the transaction can be made, if not the retailer. Any debt owed to the wholesaler will also have to be addressed in accordance with the law.
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