Home Blog Buy Existing Businesses

Jump to Section

Quick Facts — Business Purchase Agreement Lawyers

When you buy existing businesses as an alternative to starting from scratch, there are several advantages, including faster and more secure returns on investment. Acquiring established businesses refers to getting hold of a firm that is already running and includes assets as well as liabilities, among other things. When entrepreneurs and investors wish to enter new markets, grow their operations, or diversify their portfolios, they might consider acquiring existing companies. Nevertheless, it is important to approach such transactions with careful planning and due diligence for successful completion. At this stage, we will explore the key considerations and best practices in buying existing businesses.

Steps to Successfully Buy Existing Businesses

The acquisition is complete once all negotiations and financial arrangements have been made. Here is what you need to do to complete the acquisition.

  1. Secure Legal Documentation. Engage legal professionals to draft and review the final acquisition agreement, including all the terms and conditions, representations, warranties, and indemnities. Before closing the deal, ensure that all legal requirements, including regulatory approvals and permits, are met.
  2. Execute Transfer of Ownership and Assets. Execute necessary documents and contracts to transfer ownership and assets of the acquired business. This may entail transferring licenses, permits, contracts, and intellectual property, among others, as agreed upon.
  3. Plan Relationships with Employees and Vendors. Make a plan that will guarantee a smooth transition for employees as well as vendor relationships so that business is not affected in any way. Informing employees, customers, and vendors should be done transparently with professionalism attached.
  4. Develop Post-Acquisition Integration. Develop a plan for integration of your existing operations with those of your newly acquired business, including managing finances, operations, and human resources, among other key areas. Come up with plans on how synergies can be realized while optimizing operations for growth in the acquired business.

Business Purchase Agreement Template

Purchase and download templates drafted by lawyers in our network that match your needs.
Lawyer Services Available
100% Lawyer Drafted
Instant Download
Business Purchase and Sale Agreement
Business Purchase and Sale Agreement
View More...
*By purchasing a template, you acknowledge that you have read and understood ContractsCounsel's Terms of Use.

Advantages of Buying Existing Businesses

When one thinks about expanding or launching something new, purchasing an already established company can be very beneficial. Some of the main benefits of buying an existing business are listed below.

  • Established Operations: Purchasing an existing business involves getting control over systems that have already been put in place, processes that have been managed before, and customers who were loyal to this enterprise. This saves time compared to starting from scratch.
  • Existing Cash Flow: Acquiring a profitable business means tapping into an existing revenue stream, which can provide immediate cash flow and potentially reduce the risks associated with a startup.
  • Established Brand and Reputation: An existing business may have already built up a brand identity and gained an excellent reputation within the market. This will help us get off on the right footing for having a strong industry presence.
  • Access to Skilled Employees: It is not uncommon for someone who wants to purchase a going concern to also acquire the human resources skills that are needed to run it while sustaining its growth.
Meet some lawyers on our platform

Heather B.

116 projects on CC
CC verified
View Profile

Allen L.

188 projects on CC
CC verified
View Profile

Dolan W.

1147 projects on CC
CC verified
View Profile

Ryenne S.

969 projects on CC
CC verified
View Profile

Key Considerations in Finding the Right Business to Buy

The identification of the right business is paramount in any acquisition process Here are some key considerations for finding the right business for purchase.

  • Market Research: Conduct thorough market research targeting industries/sectors that align with your skills/experience/investment objectives; analyze market trends, demand by customer segment/competition/growth potentials to identify potential acquisition targets within this context
  • Financial Due Diligence: Analyze the financial health and performance of the business you are thinking about acquiring. This will involve looking at financial statements, tax returns, projected cash flows, and other financial information needed to determine if the business is profitable, sustainable, and has a good return on investment.
  • Legal and Regulatory Considerations: Due diligence requires that the acquirer ascertain whether or not the target company complies with all applicable laws, regulations, and industry standards. This involves examining licenses, permits, and contracts; and ascertaining any legal liabilities existing from acquisition.
  • Business Valuation : Ascertain how much money is reasonable to pay for a business to establish its fair market value. This may include evaluating the financial performance of the business; determining market position; identifying growth prospects as well as assessing intangible aspects such as brand equity and customer base.

Essential Factors When Negotiating a Business Acquisition

After finding a possible acquisition target next comes negotiating on the terms and conditions surrounding the deal. Here are some essential considerations for negotiating the acquisition.

  • Letter of Intent ( LOI ): Prepare a Letter of Intent (LOI) outlining the proposed terms and conditions of the acquisition. It sets out preliminary agreements that become the basis for further negotiations and due diligence.
  • Deal Structure: Consider acquisition structure, whether it is an asset purchase or a stock purchase. Each one has its own legal and tax implications, so get professional help to decide the best option for your situation.
  • Purchase Price and Payment Terms: Negotiate the purchase price and payment terms that include the initial down payment, earn-outs, and contingencies. This should consider factors such as business financial performance, market conditions, and future growth prospects.
  • Due Diligence: Be sure to conduct thorough due diligence to verify the accuracy of information provided by the seller and assess any potential risks or liabilities. The review will cover financial records, legal documents, contracts, and intellectual property rights, among other relevant information.
  • Non-Compete and Transition Period: It might be wise to have non-compete clauses in the acquisition agreement that would help protect the goodwill of the acquired business while also preventing the seller from competition in a similar industry for some period. Besides this, discuss the transition period where there could be support from sellers in transferring ownership and operations smoothly.

Financial Strategies to Buy Existing Businesses

To buy existing businesses you need huge capital investments. Here are some financing options that may be useful during the acquisition process.

  • Traditional Business Loans: Investigate conventional bank loans meant for small businesses. Prepare a comprehensive business plan with financial projections and other documents supporting your ability to repay the loan when due.
  • Seller Financing : Negotiate with the seller on financing options like deferred payments, earned outs, or seller-held notes. This can be a flexible deal that benefits both parties involved.
  • Equity Partnerships: Think of having equity partners who can provide sufficient capital in exchange for ownership stakes in acquired enterprises, then bring extra expertise and resources required either at the time of acquisition or afterward.
  • Personal Savings or Other Assets: It is possible to use personal savings/investments/other assets you have as a source of funds needed for making an acquisition. However, before doing this it’s important to carefully evaluate your financial condition as well as risks associated with using your own money for takeover purposes.

Key Terms for Buying Existing Businesses

  • Purchase Price and Payment Terms: The agreed-upon purchase price for acquiring an existing business as well as terms of payment such as down payments installment payments or other arrangements if any.
  • Assets & Liabilities: These are assets such as tangible ones (for example, inventory, equipment) or intangible assets (for example, customer lists, intellectual property) that have been included in the acquisition process also coupled with outstanding debts or liabilities of the company
  • Representations & Warranties: These are representations made by sellers concerning condition legality, truthfulness, etc, of its financial operations assets, among others, which give some assurance to buyers subject at times to indemnification if misrepresentations occur.
  • Non-Compete and Non-Solicitation: Agreement restricting the seller from competing with the acquired firm or soliciting its customers or employees for some period after the acquisition to protect buyers.
  • Closing and Contingencies: This gives details of timelines; processes as well as conditions of finalizing an acquisition process besides any other contingencies like regulatory approvals, permits or even financing agreements that have to be met before deal closure.

Final Thoughts on Buying Existing Businesses

Acquiring an existing business can be a rewarding and money-making choice for entrepreneurs and investors alike. However, it should involve extensive preparations, prudent due diligence, and negotiation abilities so that one ends up with a successful acquisition. Moreover, considering the main points outlined in this inclusive guide will help you increase your chances of successfully acquiring the targeted firm while maximizing its potential.

If you want free pricing proposals from vetted lawyers that are 60% less than typical law firms, Click here to get started. By comparing multiple proposals for free, you can save the time and stress of finding a quality lawyer for your business needs.


ContractsCounsel is not a law firm, and this post should not be considered and does not contain legal advice. To ensure the information and advice in this post are correct, sufficient, and appropriate for your situation, please consult a licensed attorney. Also, using or accessing ContractsCounsel's site does not create an attorney-client relationship between you and ContractsCounsel.


Meet some of our Lawyers

Christopher R. on ContractsCounsel
View Christopher
5.0 (12)
Member Since:
August 25, 2020

Christopher R.

Attorney
Free Consultation
Boston, MA
12 Yrs Experience
Licensed in MA, NH
Suffolk University Law School

Corporate and transactional attorney in sixth year of practice. Focus areas include general corporate counsel, labor and employment law, business partnership matters, securities matters related to privately-held companies, and regulatory compliance in securities and finance matters.

Recent  ContractsCounsel Client  Review:
5.0

"Christopher has been incredibly helpful with our ongoing project!"

Joshua S. on ContractsCounsel
View Joshua
5.0 (5)
Member Since:
September 14, 2023

Joshua S.

Managing Partner
Free Consultation
New York, New York
20 Yrs Experience
Licensed in NY
Boston University

Joshua is an experienced attorney with deep expertise in finance, corporate, and business law. He offers practical legal solutions and personal service. As Managing Partner of Soloway Group PC, he advises startups, growing companies and investment funds on key issues, from formation to fundraising, stock issuances, trademarks and general business. He started out structuring funds and transactions at PwC before launching his own firm in 2009. He has been a partner in several New York law firms and has founded several companies including a banking firm, a real estate business, and a Cleantech company. Joshua has also served as Chief Legal Officer and Chief Strategy Officer of several companies in the tech, real estate, consulting, and sustainability industries. Prior to law school he was an early employee at a SoftBank-backed startup until it’s acquisition. Over the years, Joshua has helped many clients to launch, finance and grow successfully.

Recent  ContractsCounsel Client  Review:
5.0

"Very competent attorney who gets to the point quickly and cheerfully."

Nicholas M. on ContractsCounsel
View Nicholas
5.0 (46)
Member Since:
June 1, 2023

Nicholas M.

President/Attorney
Free Consultation
Providence, Rhode Island
16 Yrs Experience
Licensed in MA, NC, NH, RI, VT
The Catholic University of America, Columbus School of Law

Nicholas Matlach is a cybersecurity expert (CISSP) and an attorney who is dedicated to helping small businesses succeed. He is a client-focused professional who has a deep understanding of the challenges that small businesses face in the digital age. He also provides legal counsel to small businesses on a variety of issues, including formation, intellectual property, contracts, and employment law.

Recent  ContractsCounsel Client  Review:
5.0

"Enjoyed his demeanor. Professional yet down to earth. The document created for me was very explicit and easy to read. I would recommend :)"

Jeremiah C. on ContractsCounsel
View Jeremiah
5.0 (68)
Member Since:
March 5, 2021

Jeremiah C.

Partner/Attorney at Law
Houston
18 Yrs Experience
Licensed in NV, TX
Thomas Jefferson

Creative, results driven business & technology executive with 27 years of experience (17+ as a business/corporate lawyer). A problem solver with a passion for business, technology, and law. I bring a thorough understanding of the intersection of the law and business needs to any endeavor, having founded multiple startups myself with successful exits. I provide professional business and legal consulting. Throughout my career I've represented a number large corporations (including some of the top Fortune 500 companies) but the vast majority of my clients these days are startups and small businesses. Having represented hundreds of successful crowdfunded startups, I'm one of the most well known attorneys for startups seeking CF funds. I hold a Juris Doctor degree with a focus on Business/Corporate Law, a Master of Business Administration degree in Entrepreneurship, A Master of Education degree and dual Bachelor of Science degrees. I look forward to working with any parties that have a need for my skill sets.

Recent  ContractsCounsel Client  Review:
5.0

"Jeremiah was pleasant to speak to and provided high quality work. I appreciate that he took the time to call me personally instead of a paralegal. Work delivered early and high quality! Highly recommend"

Billy Joe M. on ContractsCounsel
View Billy Joe
5.0 (3)
Member Since:
October 26, 2021

Billy Joe M.

Partner Attorney
Free Consultation
Chicago, IL
17 Yrs Experience
Licensed in IL
University of Illinois at Urbana-Champaign

I graduated from the University of Illinois at Urbana-Champaign in 2006 with a degree in Political Science, Finance, and Economics. I stayed around Champaign for law school and graduated in 2009. I then worked at a big law firm in downtown Chicago. It was boring, so I quit in early 2011. I thought that I could not be happy practicing law - I was wrong. After I quit the traditional law firm life, I began representing my own clients. I realize now that I love helping normal people, small business owners, and non-profits address a variety of legal issues. I hope to hear from you.

Recent  ContractsCounsel Client  Review:
5.0

"Billy Joe was great to work with on a demand letter related to a HOA dispute. He was understanding of my situation, thorough in communication, and worked with me through a complex situation. I'm not a lawyer and he was very personable, as well as responsive. Highly recommended!"

Aaron M. on ContractsCounsel
View Aaron
Member Since:
July 16, 2020

Aaron M.

Shareholder
Free Consultation
New York, NY
16 Yrs Experience
Licensed in NJ, NY
Fordham University School of Law

Aaron focuses his practice on entrepreneurs and emerging growth companies, providing general counsel services for companies from formation through exit. Aaron frequently advises clients in connection with routine and unique legal, business, and strategic decisions, including corporate, business and technology transactions, angel and venture financings, mergers and acquisitions, protection of intellectual property, and information privacy and data security.

Find the best lawyer for your project

Browse Lawyers Now

See Real Business Purchase Agreement Projects

Massachusetts Purchase Agreement Food Service Business Drafting
  • Massachusetts
  • 6 lawyer bids
  • $875 - $4,950
View Details
Texas Asset Purchase - buy/sale agreement Drafting
  • Texas
  • 3 lawyer bids
  • $800 - $1,350
View Details
California Purchase agreement for Small business Drafting
  • California
  • 7 lawyer bids
  • $375 - $1,350
View Details
Texas Contract Review Review
  • Texas
  • 5 lawyer bids
  • $225 - $985
View Details
Texas Draft Contract for New Business Venture Drafting
  • Texas
  • 9 lawyer bids
  • $900 - $2,500
View Details
Texas Contingency Contract for laundromat acquisition Drafting
  • Texas
  • 8 lawyer bids
  • $499 - $1,850
View Details

See all Business Purchase Agreement projects

Quick, user friendly and one of the better ways I've come across to get ahold of lawyers willing to take new clients.

View Trustpilot Review

Need help with a Business Purchase Agreement?

Create a free project posting
Clients Rate Lawyers 4.9 Stars
based on 21,052 reviews
CONTRACT LAWYERS BY TOP CITIES
See All Business Lawyers
BUY EXISTING BUSINESSES LAWYERS BY CITY
See All Buy Existing Businesses Lawyers

Contracts Counsel was incredibly helpful and easy to use. I submitted a project for a lawyer's help within a day I had received over 6 proposals from qualified lawyers. I submitted a bid that works best for my business and we went forward with the project.

View Trustpilot Review

I never knew how difficult it was to obtain representation or a lawyer, and ContractsCounsel was EXACTLY the type of service I was hoping for when I was in a pinch. Working with their service was efficient, effective and made me feel in control. Thank you so much and should I ever need attorney services down the road, I'll certainly be a repeat customer.

View Trustpilot Review

I got 5 bids within 24h of posting my project. I choose the person who provided the most detailed and relevant intro letter, highlighting their experience relevant to my project. I am very satisfied with the outcome and quality of the two agreements that were produced, they actually far exceed my expectations.

View Trustpilot Review

Need help with a Business Purchase Agreement?

Create a free project posting
Clients Rate Lawyers 4.9 Stars
based on 21,052 reviews

Want to speak to someone?

Get in touch below and we will schedule a time to connect!

Request a call

Find lawyers and attorneys by city