Sale & Purchase Agreements

Whether you are selling a business and want to achieve a clean exit at a predictable price, or buying a business and want appropriate remedies in place if the target’s financial position is not as expected, the financial terms of the Sale and Purchase Agreement (SPA) are key.

What we do

We advise our clients on the cash accounting aspects of SPAs. Working closely with the core Deloitte team and your lawyers, we identify commercial issues early and ensure these are appropriately reflected in the SPA so that they can be converted into real value.

How we can help

Whenever you are doing a transaction, our teams can assist with:

  • Structuring the purchase price adjustment mechanism
  • A “Locked Box” mechanism
  • Agreeing net asset or normal working capital targets
  • Accounting policies and definitions for the completion accounts
  • Accounting warranties and indemnities