Selecting a commercial lawyer and keeping transaction costs down
So you have agreed a deal with a buyer, you have signed heads of terms and have a headline figure in mind for the deal value, you may even have calculated the final value after tax; but what will the final value be after the legal bill?
How do you ensure you receive good legal advice whilst at the same time avoiding the deal value being eroded by escalating transaction fees?
We have compiled the following top ten tips on choosing a lawyer and keeping transaction costs down:
1. Contact a number of law firms and obtain quotes.
Meet all of them and make sure the lawyer you talk with is the same lawyer who will be working for you. These initial meetings should be free.
2. Ascertain what services and expertise they offer.
Ensure they have business sales and acquisitions experience. Ask for a few examples of recent deals.
3. Make sure your lawyer fully understands the commercial objectives of the deal.
A clear Heads of Terms, prepared by your broker, is essential. You should have your lawyer review the heads of terms before you agree to proceed with due diligence and drawing up of contracts.
4. Agree costs with your lawyer in advance.
Most lawyers charge an hourly rate but should provide you with an estimate of the total cost; if possible agree a capped fee.
5. Ask for weekly statements from your legal advisors.
Stating the week’s activities and time spent.
6. Check that your lawyer is not dragged into excessive or even irrelevant exchanges with the other party’s lawyer.
If the buyer or their lawyer start to raise too many issues (or start nit-picking the contract), this will drive up both parties’ legal costs; address this as soon as possible with the buyer, with the help of your broker.
7. Make sure that the buyer selects a good experienced lawyer too in order to avoid misunderstandings and delays.
8. Maintain regular contact with the buyer.
Use your broker so that issues can be resolved directly between you, if necessary, rather than through protracted exchanges between each side’s lawyer.
9. Keep focused on the commercial objectives that you agreed with the buyer in the Heads of Terms.
10. Delays lead to additional time being spent revisiting old issues.
Indeed many deals fall over simply due to delays. Agree a timetable for the transaction and have your broker manage the process.