16.10.2014
In late September 2014 Ms. Diliana Ilieva, Managing Partner and Ms. Donika Ilieva, Associate closed a deal for USD 1,600,000.
In the beginning of 2014, the Law Firm was assigned to provide full legal and tax due diligence of the clients’ Company. Provision of our Status Report led to the start of negotiations with several prospective buyers and a decision of our clients to sell their shares participation to the 3rd shareholder in the company.
Ms. Donika Ilieva and Ms. Diliana Ilieva were assigned to provide all legal work related to the sale of the Company’s shares, including but not limited to being the lead negotiators. The buyer’s requirement was to acquire the company’s shares through a working capital loan agreement lent to the Company and then to him personally.
The deal became even more complicated due to the fact the bank financed only a part of the purchase price and the remainder was agreed to be deferred over a of 3 years period. This triggered the necessity of securities establishment for the remaining part of the purchase price by concluding a Guarantee Agreement between the sellers and the company.
The main aim of our team during the negotiations was to agree upon a structure of repayment and to secure the remaining part of the purchase price, the writing off of liabilities to related companies part of the sellers’ business group and replacing the same related company in an overdraft agreement. In addition the entire transaction was changed in the middle of negotiations because of the financing bank change and respectively the new terms introduced by this new bank.
Our team drafted the main SPA, Guarantee Agreement, advised and revised the Escrow Agreement, advised and supplemented all corporate documents due for the registration of the share transfer with the Commercial Register.
