Sale & Purchase Agreement Advice

Significant advantage in the deal process

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 are of critical importance. We have been the first of the big four accountancy firms to offer a dedicated merger and acquisition based sale and purchase agreement advice service and are confident it will provide you with a significant advantage in the deal process.

Full time specialists

Our dedicated team of full time specialists based within our due diligence practice, we can advise buyers and sellers across a whole range of industry sectors, geographies and deal sizes.


Looking to make an acquisition in a new market?

Many companies look to drive growth outside of its home market by making large acquisitions, often having limited experience of the new market and its various complexities.
Deloitte can provide Sale and Purchase Agreement (SPA) support on the transaction, helping clients achieve favourable price adjustments and to avoid disputes. We also provide post signing support in a number of areas. Some transactions have the potential to represent a genuine cross service line engagement, with involvement from each of the four service lines, and will continue your M&A team’s long running success in the new market. The SPA support we offer provides both meaningful additional SPA protections for our clients and has typically seen a reduction in the purchase price of c. 5%.

Dedicated team meeting around a table

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.
Complicated key and lock mechanism

Key contacts

Andrew Brown

Andrew Brown


Andrew is a partner in our Sale Purchase Agreement (SPA) team within our Transaction Services group in London. Andrew specialises in advising on the cash accounting implications of the transaction agr... More