Sales & Purchase Agreements

Whether selling a business and aiming to achieve a clean exit at a predictable price, or acquiring a business and aiming for appropriate remedies in place when the target company’s financial position is not as expected, to have solid financial terms in the Sale and Purchase Agreement (SPA) is key in achieving these goals.

With a comprehensive, M&A-based SPA service offering, we equip our clients with a significant advantage in the deal process. With a team of full-time specialists based within our M&A Transaction Services practice, we advise acquirers and sellers across a wide range of industries and geographies.

Our SPA team is working closely with our client’s lawyers to identify commercial issues early and ensure these are appropriately reflected in the SPA.

Our SPA team assists with:

• structuring the purchase price adjustment mechanism,
• accounting warranties and indemnities,
• agreeing net asset or normal working capital targets,
• accounting policies and definitions for the completion accounts,
• a “Locked Box” mechanism.