Just as teams in the NCAA Basketball Tournament need to be prepared as the clock winds down in the final minutes of a close game, the parties in a merger need to prepare ahead of time for those items that normally, either intentionally or unintentionally, are not addressed until shortly before closing. Included among these items that are often left to the last minute are:

1. Closing adjustments;
2. Obtaining wire transfer instructions for the purchase price money and alerting the seller’s bank to be on the lookout for the wire transfer;
3. Obtaining resignations from the seller’s officers and directors;
4. Preparing a bulk sale tax return (in Maryland);
5. Obtaining landlord consents to lease assignments; and
6. Obtaining lien releases from lenders and vendors.

By handling what are often last minute items well ahead of closing, the pressure of advancing to the closing can be relieved, at least somewhat.

If you have any questions about this or any other M&A issue,
please contact Glenn Solomon at gsolomon@offitkurman.com or 443-738-1522.

ABOUT GLENN D. SOLOMON

gsolomon@offitkurman.com | 443-738-1522

Glenn D. Solomon is a principal at Offit Kurman and has provided counsel to businesses and business owners for more than twenty-five years. He has extensive experience in the purchase and sale of businesses, structuring ownership agreements, and advising companies in financial distress.

ABOUT OFFIT KURMAN

Offit Kurman is one of the fastest-growing, full-service law firms in the Mid-Atlantic region. With over 150 attorneys offering a comprehensive range of services in virtually every legal category, the firm is well positioned to meet the needs of dynamic businesses and the people who own and operate them. Our ten offices serve individual and corporate clients in the Maryland, Delaware, New Jersey, and Northern Virginia markets, as well as the Washington DC, Baltimore, Philadelphia, and New York City metropolitan areas. At Offit Kurman, we are our clients’ most trusted legal advisors, professionals who help maximize and protect business value and personal wealth. In every interaction, we consistently maintain our clients’ confidence by remaining focused on furthering their objectives and achieving their goals in an efficient manner. Trust, knowledge, confidence—in a partner, that’s perfect.

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