Services

Sale and Purchase Agreement Advice

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

We develop contractual solutions to accounting and commercial issues, advising clients on the appropriate pricing mechanism and recommendation of accounting policies, warranties and indemnities.

What we do

We advise our clients on the accounting aspects of SPAs. Working closely with the core Deloitte team and lawyers, we provide support throughout the SPA drafting and negotiation process, identifying commercial issues early and ensuring 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:

  • Making a structured offer at the commencement of the deal
  • Structuring the purchase price adjustment mechanism in the SPA;
  • A “locked box” mechanism;
  • Agreeing net asset or normal working capital targets;
  • Accounting hierarchy/policies and definitions for the completion accounts;
  • Leakage protection; and
  • Accounting warranties and indemnities.

Get in touch

Declan Hayes

Declan Hayes

Partner | Transaction Services

Declan joined Deloitte in 2011 and has over 20 years of experience specializing in financial due diligence. He leads the Transaction Services team for the region. Declan spent five years with a FTSE 1... More

Sam Surrey

Sam Surrey

Partner | Transaction Services

Sam has specialized in transaction services for 17 years and leads the private equity team. He has worked with a wide range of clients across the Middle East, including several leading private equity ... More

Azhar Hussain

Azhar Hussain

Partner | Transaction Services

Azhar is a Transaction Services Partner responsible for Saudi Arabia. He has over 15 years of experience, leading diligence engagements in the context of equity capital markets, buy and sell side mand... More

Adnan Fazli

Adnan Fazli

Financial Advisory ER&I Leader

Adnan leads our Energy, Resources and Industrials team in Financial Advisory in the Middle East. Adnan has over 18 years of experience with Deloitte initially in London and for the last 10 years in ou... More

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