Acquistions advisory

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  • A share purchase agreement (SPA) is a contract that specifies the terms and circumstances for the sale and purchase of a company's shares.
  • The agreement will specify the number and type shares to be sold and bought and the names of the buyers and sellers, and the consideration payable.
  • It will also set out the dates on which deferred payments (if any) are payable and what will happen should payment not be made.
  • Any restrictions placed upon the parties (the restrictive covenants) will be set out. These usually relate to the amount of time during which the vendors may not re-enter the same trade, rights to retain clients and staff etc.
  • Details of any warranties given by the vendors to the purchasers they are contractual assertions provided by the seller related to the target company upon completion.