We successfully acted for a property developer on the share purchase agreement in a private limited company that owns a large piece of land in Kent and the assignment of the rights to a third party.
We undertook a full due diligence review of the target company and its property interests and affairs. We then supported our client in negotiating this particularly complex agreement, incorporating a split exchange and completion (this is where the exchange of contracts and completion of the sale occur on different dates). We had to carefully word the agreement to record what specific event would need to occur in order for completion of the transaction to take place (i.e. the granting of satisfactory planning permission which would allow the land owned by the target company to be developed into residential homes).
Before completion took place, our client decided to allow a third party to complete the share acquisition, on the condition that our client was appointed by the buyer as developer of the land owned by the target company. We also negotiated a new agreement which assigned our client’s rights and obligations under the share purchase agreement to a third party, which allowed the third party to complete the purchase of the target company shares.
Our client is now working with the third party purchaser to develop the land.