Sale and Purchase Agreement (SPA) Advisory

Understand the financial and accounting implications of SPA terms

The Sale and Purchase Agreement (SPA) is where deal value is finalised - and often where it quietly leaks - usually not in the headline numbers, but in the mechanics and the accounting policies sitting behind them.

Our senior-led specialist team are highly experienced, having advised on multiple SPA review engagement, on both buy-side and sell-side, assisting legal teams with the financial and tax matters.

Where possible, we provide continuity from diligence to completion, with SPA work led by the same senior people. They have sat through the meetings and understand the numbers, so that knowledge is not lost. Where we have not done the diligence, we work from the reports available.

Protecting deal value through effective SPA advice

We provide practical support across several key areas of transaction execution, including:

• Review and drafting of accounting policies - reviewing drafting, or drafting from scratch, to make sure the policies reflect how the business runs.
• Making sure the mechanics work as intended - real-world wording can shift meaning. We make sure the completion mechanics deliver the outcome the parties intended.
• Supporting through revisions - SPAs go through a lot of back and forth. We work alongside your legal team through each round, making sure nothing quietly leaks through policy tweaks or wording changes along the way.
• Completion accounts - following signing of the SPA we assist with preparing or reviewing the completion accounts.