Part of the disclosure will also be a Disclosure Letter where the Seller is guaranteeing everything that has been disclosed which is accompanied by a Disclosure Bundle which is all the items/documents that have been disclosed. This Disclosure Bundle is produced out of the Virtual Data Room (VDR) which will explain why we are so insistent during the process that all disclosure go to the VDR and the virtual request sheets and not through email or some other means as it creates a nightmare at the end for the lawyers to chase down all the disclosure. We must also remember that each lawyer works for their clients best interest. We normally work with lawyers in our community that understand that a business sale transaction is more like a wedding and not a divorce (most don't understand this as much of law is inherently confrontational). However, as with any marriage, both parties have their points of view that must be reconciled. When you factor in warranties, commercial terms, post-sale terms, loans, risk, etc….it can get very multi-dimensionally complicated, tense and tempers can fray. It is often helpful to remember that this is normal and the advisors are here to help you get through the process, as others have done before. At this point, it is worth repeating that time matters! We have now decided to do the deal so every day of delay costs the Buyer money in lost profits. How much? Well if after tax profits are £520K a year, for example, it is £10K a week! So good project management is key and minimising ‘drift’ is very important. You might expect as we are explaining this, we are hyper-focused on minimising drift and getting to the closing table as quickly as possible. We find the key to project managing the legal process is to focus on the fact that it is really about building up a set of documents that both parties can sign. the way to project manage this is to understand what the state of these documents are, who has them, what next, what are the outstanding issues, etc.
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