Sale and purchase agreements

Successful execution of the deal and delivering the intended expected value depend on the agreed objectives being effectively and robustly documented in the Sale and Purchase agreement ('SPA').

A key part of this is making sure that the contractual calculation of the price works as intended, and addresses matters identified in due diligence. Whether this involves a locked box, completion accounts, an earn-out mechanism, or a hybrid of these, a significant amount of deal value could depend on the mechanism.

Shelley Reader

Partner | Deal Advisory | Commercial Deal Negotiation | SPA Advisory | Financial Due Diligence

KPMG in the UK

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Our specialist team, comprising experienced deal negotiators, due diligence specialists, forensic accounting and dispute resolution experts, brings a strong blend of experience of every aspect of the process. Experience that comes from:

Structuring thousands of SPAs over the last two decades,
Supporting hundreds of clients through completion and execution of their deals, and
Helping numerous clients to resolve complex transactions and price disputes.

We deploy this knowledge with a simple aim: to drive better value deals for our clients, and to deliver robust agreements that ensure the price agreed is the price paid. Our record speaks for itself: over 15 years, we have delivered in excess of $1 billion of negotiated additional value to our clients.

We work with a wide range of organisations, including large and small businesses, and private equity investors, supporting clients from initial price structuring conversations, through to the final payment of consideration.