We acted for father and son, Allan W Gray and Allan J Gray in their capacity as shareholders in the Company.
The Company is the parent company in the Atlas Group, which is based near Wigan and is a market leader in EDI and B2B integration with over 2,200 customers in the UK and Ireland.
We advised the shareholders on the sale of their respective shares in the Company, which had two English subsidiaries and one Irish subsidiary.
That involved guiding the sellers through the legal due diligence process, which included setting up and helping to manage an on-line data room.
We then negotiated the sale and purchase documentation in conjunction with the client’s tax advisers. Berg’s corporate, property and employment departments all played a role.
Part of the sale process involved advising the shareholders on the warranties which they were required to give to the buyer and negotiating various limitations on their liability under those warranties, the overall aim of which was to minimise the sellers’ exposure to warranty claims post completion and therefore maximise the amount of cash they would receive for their shares.
The outcome was a successful disposal of the client’s shares in the Company, which allowed them to realise many years of hard work and investment.