Whether a seller chooses to stay with a company after its sale to help the buyer transition is a business decision that needs to be negotiated between the parties. The buyer and seller need to include a transition services agreement (TSA) to specify the tasks that sellers are responsible for, how long the seller is […]
Should the Seller Stay Involved After a Business Sale? Read More »
The transition of existing employees in a business acquisition depends if your business is an asset sale or stock sale. This is one more reason why knowing early on how to structure a business acquisition. In this post, we will discuss how to transfer employees and how to retain key employees. Employee Transition In An
What Happens to Existing Employees After Business Sale? Read More »
Recently I was handed a buyer-side executed LOI with the words throughout the LOI “asset and/or stock purchase agreement. Face. Palm. Asset and stock sales make both very different legal and financial assumptions, including as to the purchase price. Due to the nature of the business, the parties ultimately agreed on a stock sale. During negotiations,
Deciding If Business Acquisition Should Be Asset Sale or Stock Sale Read More »
What kind of Florida business lawyer do you need for your business? There are two types of lawyers: 1) transactional business lawyers and 2) business litigators. If you are starting a business or negotiating a deal, then you want a transactional lawyer who is strong in negotiations. If you have a dispute, then you should
What Kind of Lawyer Do You Need For Your Business? Read More »
Al, in and of itself, is a terrible resource for legal research. In this video I explain a real-life example of how Al pulls in incorrect information because its poor reading comprehension and how this same misinformation gets copied and pasted along multiple sources. In the end, the best way to do legal research is
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If a buyer and seller cannot agree on a purchase price in a business acquisition, there are a few ways to close that gap. The options include an earn-out agreement, seller-financing, or roll-over equity. Knowing these options allow parties to complete the transaction.
How to Bridge Gap Between Buyer and Seller Price in M&A Read More »
I get asked a lot by business owners who want to know if they can open another location of their business while co-owning it with someone else, and licensing the business model, in order to go around the franchise rule to avoid providing the franchise disclosure documents to franchisees. However this approach does not create
Is co-Owning a Licensed location an Exemption to the Franchise Rule? Read More »
What Liabilities Could a Business Buyer Inherit In an Asset Sale Versus a Stock Sale? When buying a business, a buyer should fully understand what liabilities may be inherited from the seller as a result of the transaction. This is important in order to effectively structure the business purchase agreement and conduct appropriate due diligence.
What Liabilities Could a Business Buyer Inherit In an Asset Sale Versus a Stock Sale? Read More »
What are the legal advantages and risks of an asset purchase versus a stock purchase? The legal advantages and risk of an asset purchase versus a stock purchase depends on the type of business being purchased, the business model, and tax issues. Before learning the advantage and risks and of each type of purchase, it
What are the legal advantages and risks of an asset purchase vs. a stock purchase? Read More »
Who Pays for a Purchase Agreement When Buying a Business? Typically, the buyer brings the proposed purchase agreement. This means that the buyer “pays” for the purchase agreement. However, a business acquisition is much more than just who writes the contract. A business acquisition involves due diligence, negotiation, and proper protections and disclosures. For this
Who Pays for a Purchase Agreement When Buying a Business? Read More »