Success Story – Sale of Company for Over $10 Million Cash + Rollover Equity + Earn-Out Consideration

Background: Lavelle Law represented an educational consulting company in its equity sale by its founder and certain key employees to a private equity-backed buyer looking for a strategic bolt-on acquisition.

Challenges: The sale required our client to undergo an F-reorganization immediately before the sale to achieve the parties’ tax objectives, which involved tight coordination and timing. The deal had many other moving parts, including the negotiation of rollover equity documents, a new real estate lease with the client’s affiliate as the landlord, and the concurrent refinancing of the landlord’s mortgage loan. Finally, the deal had its share of diligence issues, including obtaining third-party consents and risks arising from operations in multiple states.

Result: The sale closed successfully in line with the parties’ expectations.