We acted for five private individuals (who together held the entire issued share capital in the Company) in the sale of their shares to a buyer registered in Delaware, USA, represented by an American attorney. The Company operates a website and produces publications on the insurance industry. We responded to the buyer’s due diligence including on the client’s intellectual property portfolio.
Due to the cross-border nature of this transaction, we advised our clients on the nuances of dealing with overseas entities and the additional matters which should be considered, such as arranging for a satisfactory legal letter of opinion on the buyer. The agreement between the parties required complex drafting to give effect to an agreed earn-out payment. There were consultancy agreements which required the advice of our Carol Shaw of our Employment Law team.
Despite significant complications in this sale arising from the buyer changing the identity of its group company which was to make the purchase, and the difficulty we experienced in bringing the matter to completion having first to establish the source of funds for the purchase, we were able to conclude this deal on terms satisfactory for our clients and on time.