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Our client, Veruth Holdings Ltd, is an angel investor both investing in start-ups and acquiring established manufacturing businesses.

By way of share purchase, the client acquired 80% of an established private limited company and an option to purchase the remaining 20%. This acquisition complemented a similar equipment supply business that the client already owned.

We produced the purchase documents together with the shareholders’ agreement and option paperwork. We also reviewed all the banking documents prepared by Santander, which lent a proportion of the purchase price to our client.

The initial acquisition completed in November 2020. However, the purchase price was subject to adjustment based upon an earn-out payable depending on the performance of the business, together with a completion accounts adjustment.

The completion accounts were agreed in Spring 2021 with the contingent payment agreed and paid November 2021. One of the sellers will remain as the sales director for continuity purposes, and our employment team produced a new contract for him.

This long-standing client sees us more than just their legal advisers. Corporate and commercial partner Andrew Yates now attends board meetings as a non-executive director to provide a sounding board for future investment opportunities.