Asset purchases and sales are a corporate transaction pursuant to which a person or corporation will sell assets to another. Often all of the assets of a business will be sold. There are typically three main stages to an asset purchase and sale:

• The parties will draft, negotiate and agree upon the terms of a asset purchase agreement. Often a letter of intent will be signed before the drafting begins, in order to document the parties' agreement on the business terms and other terms which may be contentious.
• The purchaser will conduct due diligence. During the due diligence process, corporate searches are conducted, material contracts reviewed, financial statements, tax returns and documentation reviewed and assets inspected.
• The parties exchange closing documentation. During the closing process, the parties' lawyers will draft the closing documentation which may include authorizing resolutions, a bill of sale, indemnification agreements, non-competition agreements, etc. Where inventory is one of the assets being sold, the parties may have agreed to sell the inventory at cost. In such a case, the parties will conduct an inventory count on the closing date.

We regularly assist our clients with the asset purchases and sales. Contact us if you would like to schedule a consultation.