Knowledge Base

The most comprehensive, easy-to-understand source of information for selling a small to mid-sized business.

9 - Closing

The purchase agreement is the ultimate legal contract between buyer and seller. It is usually prepared by the buyer during due diligence, negotiated by your M&A attorney, and consummates the sale of your business on closing day. This section studies the closing in detail, from negotiating the purchase agreement to resolving post-closing disputes.

Purchase Agreement

M&A Reps & Warranties | A Complete Guide

Reps & warranties typically comprise the majority of the content in a purchase agreement and are one of the most hotly negotiated components of the purchase agreement, other than price and terms. This is because reps & warranties define the allocation of risk between the buyer and seller.

The M&A Purchase Agreement | An Overview

This overview of the purchase agreement explores the preparation of the first draft, offers sample covenants and conditions, and examines important steps in negotiating the terms and finalizing the sale of your business.


Preparing Emotionally for the Closing

Often, the seller’s emotional needs are just as important as their financial needs. Keep this in mind during the transaction. The seller may experience periods of last-minute anxiety. Addressing these needs helps ensure a smoother sale and often garners more cooperation from the seller, both during the transition and after.

M&A Closing Process | A Complete Guide

There’s no such thing as a perfect closing, but we can come close. This article addresses some of the potential landmines that can detonate in the final stages of a transaction and how to mitigate them — for both buyers and sellers.