Purchase/Sale of Existing Business

Buying and Selling a Business in Miami-Dade County, Broward County, Monroe County, and Elsewhere in Florida

There are a number of ways to buy an existing business: as an asset acquisition or as a stock purchase. No matter how the deal is structured, there are a number of factors to consider:

• Will you be buying the entire business or simply its assets?
• Are you assuming the liabilities of the business by buying stock?
• How do you enforce follow-through on the buy-sell agreement and/or compliance with any on-going obligations under the terms of the sales agreement after closing (e.g., payment under the terms of a promissory note to the seller)?
• What is the true value of the business based on its past earnings record; money-making potential and assets?
• Do any of the assets involve intellectual property?
• Does the business being sold have any judgment liens or tax liens against it?
• Will a license be required to operate the acquired business?
• Was the business operating under a fictitious name? If so, will the business seller agree to sign documents required for transferring the fictitious name to the new business owner?
• If you are considering purchasing a franchise, do you understand what will be your on-going obligations under the terms of the generally, very detailed franchise agreement provided by the franchisor?

These are the same considerations you should be thinking about if you’re selling a business as well. It is often necessary to bring in outside help to successfully see such deals through to completion and to help minimize the possibility of unpleasant surprises down the road because the buyer and/or seller did not do due diligence.

That’s where we come in. At the law firm of Troy & Schwartz, LLC our business attorneys help clients prepare for and follow through on the sale or purchase of a business. We work with you to negotiate transaction terms, dictate obligations for both seller and buyer, and see the deal through to final closing. With our background in intellectual property law, we will also ensure that any intellectual property business assets which are part of the purchase price are legally transferred to the new business owner. Intellectual property assets may include trade secrets, patents, copyrights, and trademarks.

If you are looking to buy or sell some or all of an existing business, reach out to us. Call us at (305) 279-4740 or contact us online for a FREE consultation.