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Home / Videos / What is involved in buying or selling a business?

When you're buying or selling a business, there's many steps you need to take up front and at the end to make sure that this transaction goes smoothly. When we're advising a client on buying or selling a business, we usually want to get involved in the very beginning to develop a term sheet. The term sheet will guide both sides, whether you're the buyer or the seller, on what the transaction should look like and what the consideration's going to be for the exchange of the business and/or for acquiring a business.
There's also a process up front that we want to make sure we're doing right away, which is called due diligence. Due diligence, essentially, is reviewing the company that you're buying. And also if you're selling, it's someone reviewing what they're buying. And that involves looking at your financials, your contracts, and any agreements that have importance to the company. In addition, during this period of time, you also need to operate and run your business, so it's not disruptive. And so we help you guide through, guide you through that process to make sure it's going smoothly.
The contract negotiations in buying a business can involve a stock purchase agreement, an asset purchase agreement, or an interest purchase agreement, depending on the type of company you have. And those documents are heavily negotiated and go back and forth with many edits and changes. At Alexander & Cleaver, we are very well experienced in doing this type of work, and we've done many, many transactions. Whether it's a smaller transaction or a larger transaction, it really doesn't matter. The process is the same.
As we move towards the end of a transaction, you go towards a closing, which can get complicated, and you want to make sure that your attorney is experienced, they understand what's happening, and they've done this many, many times, which we have here, at Alexander & Cleaver. And there's also post-closing obligations that come into play. We want to make sure that you're properly insured so if something happens later, and there's indemnification clauses, that we have those covered in any type of policies so that you're not caught off guard.

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