In this episode of Listen Without Prejudice, corporate partners Andrew Kavanagh and David Little take us through the ins and outs of selling a business — from initial planning to post-sale pitfalls. Whether you're a seasoned entrepreneur or considering an exit for the first time, this conversation is packed with practical insights, cautionary tales, and essential legal know-how.

Andrew and David break down the sale process into four key phases: preparing the business for sale, negotiating heads of terms, navigating due diligence, and finalising the legal documentation. They also explore the emotional and strategic implications of exiting a business and why early planning — both legally and psychologically — is key to a smooth transition.

From choosing the right broker and securing funding to understanding earn-outs and minimising warranty risk, this episode offers a masterclass in getting the best out of your business sale.

Chapter Markers:

(01:39) Getting Started: Early Legal and Tax Advice

(03:18) Preparing the Business and the Mindset Shift

(05:34) Heads of Terms: Structure and Confidentiality

(08:15) Due Diligence: Risks, Documentation and Disclosure

(10:40) Legal Documentation: SPAs, Warranties and Indemnities

(12:08) Earn-Outs: Staying Involved and Hitting KPIs

(13:54) Post-Sale Life: Controlling Your Destiny

(15:26) Why Timing Matters When Calling Your Lawyer

Useful Links:

Connect with Andrew Kavanagh on LinkedIn

Reach out to David Little on LinkedIn

Visit the Bishop & Sewell Website

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