An asset repurchase agreement is a contract that concludes the terms of an asset sale. Such an agreement is also necessary when only a portion of a company`s assets is sold. Some asset transfers during an asset sale, such as the transfer of intellectual property or real estate rights, make such a contract even more difficult. Notify the buyer if the value of an asset changes significantly or if liabilities, finances or liabilities change significantly, an asset purchase agreement must at least list the following: The oil and gas industry does not distinguish between an asset and a share purchase in the designation of their corresponding sales contract. In this sector, whether it is the purchase of assets or shares, the final agreement is called the Purchase and Sale Contract (PSA). If you are in the market to buy or sell a business, please email us at firstname.lastname@example.org in order to set up a time to discuss how we can help your transaction to make sure it runs as efficiently as possible. Other provisions contained in an asset purchase agreement may include: access to the buyer for audits or due diligence, in addition to the flexibility to sell only certain assets, instead of the entire company, contain asset repurchase agreements in general also detailed provisions regarding the transfer of debts from the seller. In a merger or acquisition transaction, assets that are part of the contract do not have assets that exist in a merger or acquisition transaction with different advantages and disadvantages compared to the use of a share purchase agreement (or shares) or a merger agreement. In the event of a share acquisition or merger, the buyer receives all the assets of the target, without exception, but also automatically assumes all the liabilities of the target.
An asset acquisition contract not only allows a transaction that transfers only a portion of the assets (which is sometimes desired), but also allows the parties to negotiate what liabilities of the target are explicitly borne by the buyer and allows the buyer to leave behind liabilities that he does not want (or does not know). One of the drawbacks of an asset sale contract is that it can often result in more control changes. For example, contracts entered into by a target company and acquired by a buyer often require consideration in an asset contract, when it is less common for such consent to be required in the context of a share sale or merger agreement. Often the contract for the sale of assets is signed, but the conclusion does not take place until due diligence has been concluded. In this case, the asset purchase agreement contains provisions relating to the seller`s activity prior to the conclusion. An asset repurchase agreement (APA) is an agreement between a buyer and a seller that concludes the terms and conditions for the purchase and sale of a company`s assets.   It is important to note in an APA transaction that it is not necessary for the buyer to purchase all of the company`s assets. Indeed, it is customary for a buyer to exclude certain assets in an APA. The provisions of an APA may include payment of the purchase price, monthly payments, pawn and asset charges, closing condition, etc.  An APA is different from a share purchase agreement (SPA) in which business shares are also sold, ownership of assets and ownership of liabilities.
 In an APA, the buyer must choose certain assets and avoid redundant assets.