Business Law

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Our team is honored to address the legal needs of your business – from inception to protecting your assets and providing guidance in tax matters. Having competent legal counsel at your disposal is key to running a successful business and interacting with the public, and meeting government requirements that can prevent the need for litigation.CONTACT US

Navigating Business Purchase and Sale Transactions: What to Expect

If you’re considering buying or selling a business, you’re embarking on an exciting journey with significant financial and legal implications. Whether you’re the buyer or seller, understanding what to expect in a typical business purchase or sale is crucial. In this article, we’ll guide you through a typical asset purchase and sale transaction, covering due diligence, essential documents, and how Coronado Law Group can assist you.

Asset Purchase and Sale: What Does It Mean?

In most business acquisitions, the transaction structure involves an asset purchase and sale. This means the buyer purchases specific assets and liabilities of the business, as opposed to acquiring the entire entity. Asset transactions provide more control and risk mitigation for both parties.

Due Diligence: A Vital Step

Due diligence is the heart of any business purchase or sale. For the purchaser, it’s all about understanding what you’re buying. For the seller, it’s about showcasing the business’s value. Common due diligence items include:

  • Financial Records: A thorough review of financial statements, tax returns, and revenue projections.
  • Contracts and Agreements: Examination of customer contracts, employee agreements, and supplier contracts.
  • Legal and Compliance: A review of any pending or potential lawsuits, permits, and licenses.
  • Intellectual Property: Evaluation of trademarks, copyrights, and patents.
  • Assets and Liabilities: Identification of assets to be transferred and the associated liabilities.
  • Employee Matters: Analysis of employment agreements, collective bargaining agreements, benefit plans, and non-competition agreements.
  • Real Estate: Inspection of owned or leased properties and their associated documents.

Key Documents in the Transaction

Several key documents are utilized in a typical business purchase or sale:

  • Asset Purchase Agreement: This outlines the terms and conditions of the sale, including the assets involved and the purchase price.
  • Bill of Sale: It transfers ownership of the specified assets from the seller to the buyer.
  • Due Diligence Checklist: A document that itemizes all due diligence materials and requirements for both parties.
  • Non-Disclosure Agreement (NDA): Often used during due diligence, it safeguards confidential information.
  • Closing Documents: These include resolutions, certificates, and consents required to complete the transaction.
  • Non-Competition Agreement: This document restricts the seller from competing with the buyer’s business within a specified time frame and geographic area after the sale is completed.

How Coronado Law Group Can Help

Navigating a business purchase or sale can be complex, but you don’t have to go it alone. At Coronado Law Group, we specialize in business transactions. We offer guidance through the entire process, from due diligence to closing the deal. Our experienced team can assist you in negotiating the best terms, drafting agreements, and ensuring all legal requirements are met.

In summary, whether you’re buying or selling a business, understanding the process is crucial. With the right legal partner by your side, such as Coronado Law Group, you can confidently navigate the intricacies of the transaction. Our expertise ensures a smooth, successful business purchase or sale. Don’t hesitate to reach out for guidance on your next business venture.

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221 North Causeway, Suite A
New Smyrna Beach, FL 32169

386-427-5227

386-423-3909

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Coronado

Coronado Law Group - New Smyrna Beach, FL