The days leading up to the signing of an M&A SPA are usually intense, with negotiations and amendments at the eleventh hour. Working around the clock is almost a given. Even when a vendor and purchaser think they have reached an understanding, it may not be the same understanding. Our role as the lawyers in charge is to make sure the agreements are ready for execution when the parties finally give their clearance. Lawyers usually think in terms of representing the clients’ interest and closing the transactions.

One of the M&As I was involved in gave me a different insight. The vendors sold their family business, which is a household name, to another household name. Although there were higher offers in the past, the vendors waited until they found a buyer which they felt was a good fit for their business. The purchaser and vendors were collaborative and wanted a fair deal for both parties. The vendors were present with their family members at the signing of the SPA. Tears were shed and it was a touching moment. I realised a signature on the dotted line may represent someone’s lifetime work and something of sentimental value to his/her family.

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This post was first posted on Linkedin on 20 December 2020.