Buying and Selling Manufacturing & Industrial Businesses

Manufacturing and industrial businesses often involve complex operations, significant fixed assets, environmental and safety obligations, and long-term customer and supplier relationships. DiTommaso Lubin, P.C.’s Business Purchases & Sales Practice Group helps buyers and sellers of manufacturing and other industrial businesses structure transactions, manage risk, and resolve disputes.

Our attorneys have decades of experience working with owners of small and mid-size manufacturing companies and other “manufacturer businesses,” integrating transactional and litigation perspectives.

Helping Buyers of Manufacturing & Industrial Businesses

When we represent buyers, we typically:

• Advise on deal structure, including asset purchases, stock or membership-interest purchases, and hybrid structures designed to address liabilities and tax issues.
• Coordinate due diligence on financial performance, customer and vendor contracts, supply-chain stability, and backlog and pipeline information.
• Review real-estate matters, including plant and facility ownership or leases, zoning, and easements.
• Analyze environmental and safety issues, including regulatory compliance, historical contamination, and OSHA or similar matters, often in coordination with environmental specialists.
• Assess intellectual property, including patents, trade secrets, proprietary processes, and confidential information.
• Negotiate purchase agreements and related documents, such as transition-services agreements, manufacturing or supply agreements, and non-competition and non-solicitation agreements.

Helping Sellers of Manufacturing & Industrial Businesses

For sellers, we focus on:

• Preparing the business for sale by reviewing operations, contracts, compliance issues, and potential “red flags” buyers are likely to scrutinize.
• Structuring transactions to appropriately allocate risk through representations and warranties, indemnities, and limitations on liability, while maximizing value.
• Negotiating letters of intent and definitive purchase agreements, including closing conditions, treatment of existing obligations, and post-closing transition roles.
• Coordinating with lenders, landlords, and key customers and suppliers to obtain necessary consents and assignments.
• Managing the closing process and post-closing obligations, including transitional assistance and integration issues.

Disputes Arising from Manufacturing & Industrial Deals

Our litigators handle disputes arising from manufacturing and industrial company acquisitions, including:

• Fraud-in-the-inducement claims based on alleged misstatements about financial performance, customer relationships, capacity, or compliance.
• Claims that sellers breached representations and warranties concerning environmental, safety, or regulatory matters, or the condition of equipment and facilities.
• Disputes over working-capital adjustments, earn-outs, and other purchase-price mechanisms tied to post-closing performance.
• Conflicts over non-competition, non-solicitation, and misuse of trade secrets and confidential information after closing.

Talk With Our Manufacturing & Industrial Transactions Team

If you are considering buying or selling a manufacturing or industrial business—or are involved in a dispute arising from such a transaction—our Business Purchases & Sales Practice Group can help you assess your options and protect your interests.

Contact attorney Peter S. Lubin or attorney James V. DiTommaso for a free consultation.

Call 630-333-0333 or reach us through our online contact form.

This page is for informational purposes only and does not constitute legal advice. Contacting us does not create an attorney–client relationship. Past results do not guarantee a similar outcome.