Seek Experienced Legal Counsel for your Business Sale Transaction
A good business needs good legal support, and when it is time to sell your business and reap the rewards of years of hard work, make sure you get the best counsel and advice possible. Often this may force you to retain a lawyer that is different than the trusted business attorney who has helped you with general legal work throughout the life of your business. The fact is that selecting legal representation with the appropriate specialization in mergers and acquisitions is critical to achieving your transaction objectives.
When selecting a lawyer for your business sale transaction, you should consider the following factors:
Select a lawyer with deep experience in structuring and negotiating transactions
Having worked on a handful of transactions is not enough! You need a lawyer that has gained experience working on a long list of deals and is familiar with all the ins and outs of deal structuring, purchase agreements, due diligence, and negotiation. Don’t let a junior lawyer learn on your transaction.
Resources appropriate for the transaction
Make sure that your lawyer has a supporting team of experienced associates and paralegals. Finalizing a transaction often involves “fire drills” and requires quick responses and drafting of documents and schedules. To make this process go fluently, it requires more than an experienced partner. It requires a team that is in sync, and that has a proven process of closing deals. A firm with access to tax, estate, and in some cases environmental legal experts can be a real benefit.
Integrity to put up the stop sign
While we all wish that the transaction process would go without any issues, the reality is that none of them ever do. Sometimes issues arise that legitimately cannot or should not be resolved and should kill the deal. In those cases, it is imperative that you have counsel that can (1) identify those issues before it’s too late and (2) have the courage and integrity to put up the stop sign and advise you to abandon the transaction. Business owners become emotionally involved in a transaction before it is complete. Buyers know this and can use that attachment to change values, terms, and conditions at the end of the transaction. The best way to combat this is to have a team of advisors that is dedicated to making sure you get the best deal possible.
Despite the fact that it is best to have an acquisition-trained lawyer during your transaction, there may also be a role for your day to day lawyer. His or her institutional knowledge about you as a person, the history of the business, and your business model will be of utmost importance during the process, especially during due diligence. It is a good idea to keep them apprised of the transaction as it progresses.