Sales and Purchases of Businesses

The firm provides services to people and business entities interested in establishing, selling or purchasing businesses.  Each entails its own issues and concerns.

A person wishing to start a business must decide whether or not to form an entity (Corporation or LLC) to conduct the business.  The choice of type of entity is based on many factors and will often be made with the assistance of an accountant or financial professional.  We work with the client’s professionals whenever requested or suggested or can recommend professionals to consult.   

The sale of an ongoing business will inevitably entail questions about the terms, conditions and method of sale.  For example, a corporation selling its business may enter into a stock sale or an asset sale.  The sale of a small business my require the Seller to decide  if it will provide financing to the purchaser or require that the purchase be fully paid at closing?

The purchase of a business revolves around the price, terms and financing of the purchase.   Oftentimes the Purchaser must consider the occupancy of the premises where the business is located, whether to assume a lease that is in place or negotiating the terms of a new lease or extension of lease.  Sometimes issues related to the future purchase of the business premises may come into play as well.  We can address all of those issues and have a wealth of experience responding to all of our client’s needs.

Our firm can guide business owners in the multi-stage process of buying or selling a business including:

• Advising on the structure of the transaction
• Negotiation of terms and drafting of the deal memorandum
• Advising sellers on legal strategies to address issues raised during the due diligence process
• Advising buyers on conducting legal due diligence
• Drafting, reviewing and negotiating the extensive documentation involved in a business transaction, such as asset purchase agreements, stock purchase agreements and security agreements

Pharmacy Transactions:

The firm has a significant level of expertise representing clients in the purchase, sale and establishment of retail and closed door pharmacies including the following:

Preparing and submitting applications for:

• Medicaid and Medicare Provider numbers
  
• Pharmacy Registration numbers
  
• DEA and NPI numbers