Merger & Acquisition
Each business buy-sell deal presents unique issues and challenges. Whether buying or selling, we expertly help our business-owner clients through the entire buy-sell process. We identify all of the important business and legal issues and risks in the deal and make sure that they are appropriately addressed and managed, using a variety of methods and techniques, such as mandatory disclosures, representations, warranties, contingencies and other risk-shifting contract provisions. Throughout the buy-sell process, we help the client conduct, execute and respond to appropriate due diligence needs and obligations, so that potential hidden risks and problems can be timely spotted and addressed. As needed, we negotiate and document the buyer’s guaranteed continuing relationships with the seller’s landlords, key-employees and strategic suppliers. We help the client to meet and satisfy the important and demanding lender requirements so that the deal will not fail for lack of financing. We help structure and document appropriately-secured seller financing when that is to be part of the deal. |
We make sure that the deal will not fall apart unexpectedly or unnecessarily, and that the client gets the deal that they made, want, and understand, all without hidden surprises, risks or contingencies. If a deal is in danger of not closing, we help the client decide whether to abandon the deal or to seek changes and adjustments that may save the deal, as may be in the client’s best interest. Among many other things, we assist the client through all of the steps and elements of the business buy-sell transaction, including:
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