Buying & Selling a Business

A business sale is the biggest contract most owners ever sign — and the disputes we litigate afterward almost always trace to corners cut before closing. We represent buyers and sellers of Central Florida businesses through the full arc: LOI, diligence, purchase agreement, and closing.

For sellers

Preparation is price. Clean books, defensible governance, and organized contracts raise value and shrink escrows. We structure the deal (asset vs. stock), negotiate reps and warranties you can actually live with, cap survival and indemnity sensibly, and get you paid — with security when the price includes a note or earnout.

For buyers

Diligence is cheap compared to the litigation it prevents: liens and litigation searches, contract assignability, employee and covenant issues, licenses, and the seller's actual numbers. The purchase agreement then allocates the risks diligence found — indemnities, holdbacks, restrictive covenants on the seller, and transition commitments that keep customers through the handoff.

Financially fluent deal counsel

With an investment-banking background, Michael reads the financials natively — quality of earnings, add-backs, working-capital pegs — so the legal terms track the economics instead of fighting them.