Buying/Selling a Business
Buying / Selling A Business
Buying or selling a business is a major decision and, at times, can be a stressful process.
We work with you to ensure your interests are protected and risks are dealt with.
We assist buyers and sellers:
- by advising on and negotiating terms.
- for buyers, with your due diligence process to investigate what you are really purchasing and undertaking a risk assessment that identifies and advises on legal and commercial risks.
- in the review of the business sale contract.
- in the drafting of business sale contracts.
- Working closely with trusted finance brokers and business brokers to expedite the business sale and manage risk.
There are several moving parts to any business sale. There may not only be a business sale contract but a franchise agreement, one or more leases or lease transfers, and lease incentive agreements. The business sale contract may be subject to finance and there may be a need to deal with the buyer’s lender and a lender to whom the seller owes a debt that is secured by a security over the business. The seller’s business broker also plays a very important role in the sale process.
Whether we act for the seller or the buyer we coordinate those moving parts in a way that focuses on completing a deal that parties wish to complete by solving problems, managing risks of the business sale contract falling over and overcoming legal and commercial obstacles.
Your business lawyer should have negotiation and problem solving skills and not just be process driven. Business sale contracts should not fall over for reasons that can be dealt with to the satisfaction of both parties.
We work with finance brokers and business brokers we trust to ensure buyers who need finance, obtain the finance they need to complete a business sale contract, and that sellers have a broker committed to help them do a deal and see it through to completion.
How we help sellers
If you engage us early you can benefit from our business sale agreement precedents which we have drafted based on our lawyers’ 30 years’ experience acting in business sales including many franchise business sales.
These contracts have been drafted to avoid or overcome problems that often arise in post contract signing phase and scupper business sales. This is not what the seller and buyer want. If they sign a business sale agreement, they normally want to complete the sale.
How we help buyers
If you are considering buying a business, it is important you see a lawyer as early as possible in the process There is a risk you may sign a document or agree to something and bind yourself to a contract before you are ready, without adequate early legal advice. This may lead to a difficult situation of having to amend a binding legal agreement when you finally engage a lawyer.
It is important in a sale or purchase of a business that the terms are properly drafted, reviewed, and negotiated to ensure they reflect the bargain you have agreed to and are appropriate to protect your interests. A due diligence is also critical to ensure you understand what you are buying.
There are several key risks on which buyers need to be advised so that, if necessary, special terms can be negotiated or changes made to the contract to ameliorate those risks while allowing the contract to be completed and making sure the decision to buy the business is a risk appreciated and fully informed decision.