Answer by Wray Rives:
You are buying a company that generates $3M in EBITDA but you are seeking free tax advice on Quora. If you are legitimate, do yourself a huge favor and hire some competent CPA's and attorney's to help you structure the deal. I consult on M&A deals all the time and there is absolutely no way anyone can give you adequate advice on a deal of that size through a website.
Expect to pay anywhere from 1% up to 5% of the total deal value in professional fees and that money spent up front will pay you huge dividends in the future.