Selling a Business: Anatomy of a P&S Agreement

Posted by Andrew Crain

By David Hoffer, Mirus Capital Advisors

Authored by my partner, David Hoffer, this article (LINK: http://www.merger.com/admin/research/uploads/Mirus%20Capital%20Advisors_2008_July_VP_Issue%2031.pdf) demystifies the contents of purchase and sale (“P&S”) agreements. This viewpoint will help you be better prepared to analyze your own P&S effectively and understand what portions require the most attention.

Key Take-Aways:

Understanding the framework of a P&S will prepare you to focus on the issues that will have the biggest impact when you sell your company.
Making sure you fully understand how various risks are allocated in your P&S agreement will help you avoid nasty surprises after the sale has been completed.
The negotiation process can become emotional for sellers; having a good understanding of the types of issues that might arise in advance may help you keep the process in perspective and your emotions in check.

Mirus Capital Advisors