Business Acquisition Agreements: An Annotated Guide is a handbook for everyday use that contains an annotated share purchase agreement and an annotated asset purchase agreement for the purchase and sale of a business.

This guide will assist you in drafting and negotiating business acquisition agreements that minimize risk to your clients. The second edition is fully revised and updated, and will help you carefully consider the various terms and conditions contained in acquisition agreements.

Benefit from the following:

• An expanded introduction that discusses the factors that should be considered before preparing documents in order to implement particular transactions
• More discussion into what buyers and sellers might want to negotiate and the benefits and risks of structuring deals in certain ways
• An update of terms and language to help you effectively draft agreements

The features of this edition include:

• An annotated share purchase agreement and annotated asset purchase agreement, with commentary explaining the rationale behind using specific clauses
• Alternative clauses for customizing agreements
• A CD-ROM providing easy access to the agreements which can be adapted as needed
• Nature and scope of the agreements and comments in this book
• Factors to consider prior to drafting
• Valuation of the business
• Non-disclosure agreement and letter of intent
• Due diligence
• Preparing the purchase agreement
• The deal process
• Structuring the transaction
• Tax considerations in structuring the deal
• Part II — The Annotated Share Purchase Agreement
• Part III — The Annotated Asset Purchase Agreement