Share acquisition Prepare for acquisition Any consents required? Funding arrangements Acquisition vehicle Team (professional and internal) Confidentiality Agreements Sellers staying or leaving after sale? Heads of Agreement Due diligence Share Purchase Agreement Basic levels of warranty claim protection How is consideration calculated? Timing and structure? Are shares issued as consideration? Purchase price adjustments Retention Extent of warranties Warranties Limits of time and amount Indemnities Who gives the warranties? Restrictive Covenants Earn Out Disclosure Letter ‘Fair’ disclosure New service agreements? Ancillaries / Closing Completion accounts Post completion filings Funding agreements Integration Earn Out / Warranty Indemnity Period talk to the experts 01753 279022 bpcollins.co.uk