Buying and Selling Businesses in Wichita

Buying or selling a small business is exciting but can be complex and feel overwhelming. You are eager to close the deal, but there are many considerations, and you want to notice everything. At Davis Business Law, our Wichita transaction attorneys can help guide you through the process of your unique business transaction and help you make it a successful one.
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Types of Transactions

Each transaction is different. But, the purchase or sale of a business typically falls into one of the following three categories: 1) asset purchase, 2) stock purchase, or 3) a merger. Each type of transaction has different considerations. 

Asset Purchase

An asset purchase occurs when the purchaser buys another company’s assets without buying the company itself. This transaction is easier than a stock purchase and helps the purchasing company avoid assuming the selling company’s existing liabilities.

For these reasons, an asset purchase is typically the preferable way to structure a business sale. The buyer can pick and choose what assets to buy. Typical assets include inventory, vehicles, equipment, real property, accounts receivable, existing contracts, customer lists, trademarks, and patents. With the flexibility to decide what assets are purchased, buyers and sellers can often negotiate more easily. A buyer can also not buy any of the company’s liabilities, requiring the seller to assume responsibility for all existing liabilities explicitly. An asset purchase agreement also allows the buyer to choose whether to hire any of the company’s existing employees.

Stock Purchase

A stock purchase occurs when a seller sells its shares of a company’s stock to a buyer. A stock purchase differs from an asset purchase in that in a stock purchase, the buyer steps into the seller’s shoes. The buyer becomes the new shareholder of the existing company and everything that comes with that company, such as inventory, equipment, and employees. 

Because the buyer assumes all liabilities, buyers may be wary of this transaction. But proper indemnification language in a contract can help protect the buyer. Davis Business Law’s Wichita transaction attorneys can help protect you in such a circumstance. 

With a stock purchase, employees typically stay in place and remain employed by the same employer (the purchased company). In addition, contracts and assets belonging to the existing company can generally be transferred to the stock purchaser.

Using a stock purchase can result in a seamless change of ownership. By all appearances to the customer or consumer, the business continues to operate without change, even though it is under new ownership and management. 

Merger

A merger is when two businesses join together to become one. It generally involves a merging of both companies and cultures. A merger typically involves a surviving company that assumes all the assets of the disappearing company. In exchange, the surviving corporation typically gives the shareholders of the merged company shares in the surviving company. 

Mergers can be valuable tools to streamline two existing operations efficiently. Duplicative assets, if unnecessary, can be sold, streamlining the operation. 

Closing The Deal

The first thing a company should do when negotiating the purchase or sale of a business is to consult with a business attorney and accounting professional. The experienced Wichita business attorneys with Davis Business Law have the experience to guide you through your transaction. 

The next formal step the parties should take after coming to a meeting of the minds on the deal is to prepare a letter of intent. This letter will address the broad aspects of the agreement, things upon which the parties agree in principle. While a letter of intent is generally non-binding, it provides some measure of security that the parties are serious about completing the transaction rather than casually backing out.

After a letter of intent, the parties should generally obtain non-disclosure agreements to protect themselves from improper disclosure of private information. The rest of the transaction requires the free flow of private business information, which could give a competitor an advantage.

Next comes a formal agreement, conditioned upon a due diligence stage. In due diligence, the selling business comes under scrutiny. The buyer should examine the purchased company’s assets, liabilities, employees, and accounting.

Finally, there is a closing, in which the company or its assets formally change possession, so long as certain conditions in the sale agreement are met. Even after the sale, contracts can also require the seller to provide aid and assistance during a transition period or the seller to warrant assets for a time. 

Protecting Your Interests

Each business transaction is different and has a unique set of challenges and potential pitfalls. The experienced Wichita business attorneys at Davis Business Law have seen what problems arise, and they can help you prevent them. If you are thinking about buying or selling a company – congratulations! But please give us a call at (316) 252-2291 or contact us online to help you protect that exciting new adventure. 

Contact Us

Call us at (316) 252-2291 or complete the form below. Your form will be directly emailed to us for a quick reply, typically within 1 business day often within hours the same day. All information is confidential.

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Meet Our Wichita Business Lawyers

Sean Durr, Esq.

Sean Durr, Esq.

Jason Janoski, Esq.

Jason Janoski, Esq.

Jeremy Arens, Esq.

Jeremy Arens, Esq.

Contact Us

(316) 252-2291

office@davisbusinesslaw.com

Address

151 S Whittier St

Wichita, KS 67207

From Our Clients

Jamesha Ross
Jamesha Ross
18:40 11 Jun 25
Great law firm to work with. My welcome gift was totally unexpected and appreciated. Still working with Heather to resolve my issue but so far I feel... good about my choice.read more
Kelevra Sleven
Kelevra Sleven
16:20 10 Mar 25
Needed help with starting a small business and had some questions. Right away I was given the help I was needing and had all my questions answered.... They seemed very happy to do it. Thank you guys!read more
Den Tooahimpah
Den Tooahimpah
01:06 24 Jan 25
Very satisfied with David Business Law across the board. I recommend them 100 percent!
Natasha Hamilton
Natasha Hamilton
22:59 21 Feb 24
Robert will always be at the top of my list. His knowledge is above average and so is the level of integrity he and others at his firm display.... Everyone I spoke with was friendly, transparent and genuine people. I’ve never had such a positive and supportive interaction with an attorney.read more
Sarah McDonald
Sarah McDonald
20:21 06 Nov 23
Excellent experience, great communication, exceptional customer service.
Jaclyn Droze
Jaclyn Droze
01:34 31 Aug 23
I can always trust her solid legal advice. I will always call her first!
Joelean Taylor
Joelean Taylor
18:44 17 Aug 23
Great experience all the way around.
Kevin Kearney
Kevin Kearney
15:17 01 Aug 23
Looking for a business Law Firm who cares? Is efficient and effective? Look no further; Davis Business Law is the solution to all your business legal... needs.read more
Dakota Druse
Dakota Druse
19:52 07 Jul 23
Megan referred me to Davis Business Law to help me get my LLC up and going. They are great people! I will continue to do my business with them!
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