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For New Sellers: How to Master the M&A Purchase Agreement

For New Sellers: How to Master the M&A Purchase Agreement

M&A Talk: #1 Podcast on Selling a Business

January 27, 20251h 15m

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Show Notes

The purchase agreement – getting it right from the beginning with the LOI helps a smooth closing. Gerry Williams, an M&A attorney, outlines a purchase agreement's key components and four main sections: the preliminary section (purchase price, working capital, earnouts, post-closing adjustments), reps and warranties, covenants, and indemnification. He emphasizes the importance of understanding the implications of deal structure (asset vs. stock) and the role of reps and warranty insurance in mitigating seller liability.

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