Sale – Manufacturer/Supplier, Pneumatic & Hydraulic Products & Components

Wilson Browne’s Corporate and Commercial team recently advised the selling shareholders on the sale of the entire issued share capital of a company specialising in the manufacture and supply of pneumatic and hydraulic products and associated components.

Alongside the share sale itself, the transaction included a significant additional element: the extraction of an investment property held by the target company into the separate ownership and control of the selling shareholders immediately prior to completion.

The transaction involved more than a straightforward company sale. A key requirement was to separate the investment property from the target company while ensuring the share sale could proceed as planned.

The matter also required careful consideration of the target company’s leasehold arrangements and coordination between multiple professional advisors to achieve the desired commercial and tax outcomes for the shareholders.

Wilson Browne’s Corporate and Commercial team worked closely with the firm’s Commercial Property specialists, providing a fully integrated legal service throughout the transaction.

Our lawyers advised on the sale of the shares, the restructuring required to extract the investment property and the property-related aspects of the transaction. The team also collaborated closely with the shareholders’ accountants and other professional advisors to ensure the transaction was completed efficiently and in the most tax-effective manner possible.

By bringing together expertise from multiple disciplines, the team was able to provide clear, practical advice and guide the clients through every stage of the process.

The transaction completed successfully, achieving the shareholders’ objectives both in relation to the sale of the business and the retention of the investment property.

Duncan Crowther, Partner in Wilson Browne’s Corporate and Commercial team, commented:

We were delighted to have been selected to advise in this transaction and to have achieved all of the required outcomes for the clients concerned. It was particularly satisfying to see the seamless interaction between the various different teams within the firm, which is a real testament to the strength and depth of the commercial legal services offering of Wilson Browne. The firm’s ability to provide a complete full-service offering on a regional basis really helps with the efficient completion of complex transactions such as this and makes the whole process as smooth and stress-free as possible for the clients concerned.

• Identify non-core assets early: If properties or investments are to be retained, consider restructuring options well before a sale process begins.
• Take a joined-up approach: Corporate, property, tax and financial advisers should work together from the outset.
• Review property arrangements: Leasehold and freehold interests can have a significant impact on transaction structure and timing.
• Plan for tax efficiency: Early tax planning can help maximise value and avoid unexpected complications.
• Choose advisers with multi-disciplinary expertise: Complex transactions often benefit from a team that can provide corporate, commercial property and wider legal support under one roof.