The letter

Offer to buy a business letter: what goes in it and what it costs

Updated

An offer letter names the price, whether you buy the shares or the business and assets, the conditions such as due diligence and finance, and how long the owner gives you exclusively. It is usually stated not to be binding.

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What the letter covers

Price and structure

The figure or range, how it is paid (cash at completion, deferred, an earn-out) and whether you are buying the company's shares or its business and assets.

Conditions

Due diligence, funding, keeping key staff and customers, and any consent the deal needs. Say what would change the price.

Exclusivity and confidentiality

A period in which the owner talks to no other buyer, and a promise to keep what you learn private. These two clauses are the ones usually made binding.

What the paperwork costs

Published prices

A heads of terms template from £42.50 plus VAT (Simply-Docs), a fixed-fee legal consultation from £250 plus VAT (Jonathan Lea Network) and business purchase legal help from £500 (Rocket Lawyer UK).

Source: UK Offer Letter and Heads of Terms Price Index

Tell us what you want to buy

Sector, area, price range and timing. Joseph Ellul reads it himself and replies directly. Free, no obligation.

What you want to buy

A town, a region or anywhere: it is the first filter on any search.

Share purchase or asset purchase?

It changes the tax, the diligence and who takes on the liabilities. Not sure is a fine answer.

  • Free, and no obligation
  • Read and answered by Joseph Ellul himself; no firm receives it
  • Information only: no tax, legal or investment advice

Tell us what you want to buy.

Sector, area, price range and timing. Joseph Ellul reads it himself and replies directly. Free, no obligation.

Sources

This site's own dataset, every figure quoted from its source and dated:

  1. Heads of Terms Lawyer
  2. Heads of Agreement UK
  3. Heads of Agreement for Business Sale UK
  4. Heads of Agreement When Selling a Business
  5. Heads of Terms (Asset Sales)
  6. Template heads of terms letter for private company share purchase (England and Wales) - Le
  7. Head of terms template
  8. Heads of Terms Share Sale UK: Key Clauses Explained
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