Sell My Business Lawyer • Memphis, Tennessee

Sell My Business Lawyer in Memphis

When you are ready to sell, you need a lawyer who understands what is at stake. Our Memphis business sale lawyers represent owners selling companies across Logistics, Healthcare, Manufacturing, providing sell-side legal counsel that protects your life's work, maximizes your value, and closes the deal on your terms.

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Selective M&A Practice
Personal Attention
Senior Counsel on Every Deal

Talk to Alex About Your Memphis Transaction

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What We Do

Alex Lubyansky handles business sale law work for buyers and sellers in Memphis and across the country. Here is what that looks like:

  • Sell-side legal representation from LOI through closing
  • Pre-sale corporate cleanup and readiness assessment
  • Purchase agreement review and negotiation on behalf of sellers
  • Representations and warranties limitation to minimize post-sale exposure
  • Escrow, indemnification cap, and holdback negotiation
  • Buyer vetting and offer comparison analysis
  • Non-compete, consulting, and transition agreement negotiation
  • Post-closing dispute resolution and earnout management

Who We Serve

We work best with people who know what they want and are ready to move:

  • Business owners who have decided to sell and need legal counsel
  • Owners who received an unsolicited offer to buy their business
  • Retiring business owners planning a clean exit
  • Partners selling a business as part of a dissolution
  • Owners selling to private equity, strategic buyers, or search funds
  • Family business owners managing succession through a sale

See If Your Deal Is a Fit

Tell us what you are working on. We respond within one business day.

Your information is kept strictly confidential and will never be shared. Privacy Policy

Our Process

A structured, methodical approach to business sale law

1

Exit Assessment

We review your corporate records, contracts, and legal standing to identify anything that could reduce your sale price or slow down the deal, and we help you address it before buyers see it.

2

Offer Evaluation

When offers come in, we analyze the terms beyond just the headline price, including structure, contingencies, financing risk, and post-closing obligations, so you can compare with clarity.

3

LOI Negotiation

We negotiate the letter of intent to establish terms that favor you heading into due diligence, including purchase price structure, exclusivity limits, and closing timeline.

4

Purchase Agreement Negotiation

Managing Partner Alex Lubyansky personally negotiates the purchase agreement, limiting your representations and warranties, capping indemnification, and structuring escrow terms that protect your proceeds.

5

Closing and Transition

We manage the closing process, coordinate with all parties, and negotiate transition and non-compete terms so you exit on your schedule with your interests intact.

Request Engagement Assessment

What Happens After You Submit

We don't take every matter. Here is what happens when you reach out.

1

Personal Review (Within 24 Hours)

Alex reviews your transaction details personally. No intake coordinators, no junior associates screening your submission.

2

Fit Assessment

We evaluate whether your deal aligns with our practice. Not every matter is a fit, and we will tell you directly if it is not.

3

Initial Conversation

If there is alignment, Alex schedules a direct call to discuss your transaction, timeline, and objectives.

4

Clear Engagement Terms

Before any work begins, you receive a written engagement letter with defined scope, timeline, and fee structure. No surprises.

Request Your Memphis Engagement Assessment

Alex Lubyansky handles every business sale law engagement personally.

15+ years of M&A experience. Nationwide. One attorney on every deal.

Request Engagement Assessment

We review every transaction inquiry within one business day.

Your information is kept strictly confidential and will never be shared. Privacy Policy

Questions to Ask Any M&A Attorney Before Hiring

Use these before you call any firm, including ours.

1. "Who will actually handle my transaction?"

At many firms, a partner sells the work and a junior associate does it. Ask for the name of the attorney who will draft and negotiate your documents.

2. "How many M&A transactions has the lead attorney closed in the past 12 months?"

Volume indicates current, active deal experience, not just credentials from years ago.

3. "What is your experience with my deal size and industry?"

A $500K SBA acquisition and a $50M PE deal require different skill sets. Make sure the attorney has handled transactions similar to yours.

4. "Will you coordinate with my CPA, financial advisor, and broker?"

M&A transactions require a team. Your attorney should work with your other advisors, not in a silo.

5. "How do you handle post-closing disputes?"

Reps, warranties, and indemnification claims surface months after closing. Ask whether the firm handles post-closing litigation or refers it out.

6. "What is your fee structure, and what drives cost?"

Hourly, flat fee, or hybrid. Ask what factors increase legal costs so there are no surprises.

Frequently Asked Questions

Common questions from Memphis clients

When should I hire a lawyer to sell my business?
Engage a business sale lawyer as early as possible, ideally 6 to 12 months before going to market. This gives us time to clean up your corporate records, resolve potential issues, and position your business for the strongest possible sale. If you already have an offer on the table, contact us immediately.
What does a lawyer do when I sell my business?
Your attorney represents your interests through every stage of the sale. This includes reviewing and negotiating the LOI, managing the due diligence process from your side, negotiating the purchase agreement, limiting your post-closing liability, and coordinating the closing. At Acquisition Stars, Managing Partner Alex Lubyansky handles every sell-side engagement personally.
How do I protect myself from claims after the sale closes?
Post-closing liability is managed through careful negotiation of representations and warranties, indemnification caps, basket thresholds, survival periods, and escrow amounts. We negotiate each of these terms aggressively on your behalf to minimize your exposure after you hand over the keys.
How long does it take to sell a business?
From signed LOI to closing, most business sales take 60 to 120 days. The full process including preparation and marketing can take 6 to 12 months. Acquisition Stars keeps the legal workstream moving at the speed your deal requires so we are never the reason for delay.
Should I accept the first offer I receive?
Not necessarily. The first offer sets a baseline, but the terms beyond headline price, including structure, contingencies, and post-closing obligations, matter just as much. We help you evaluate every offer on its full merits so you can make an informed decision about whether to accept, counter, or wait.
What can I expect during an initial consultation in Memphis?
During your confidential initial consultation in Memphis, we'll discuss your business sale law needs, review your current situation, assess potential challenges specific to Tennessee, and outline a clear path forward. We'll explain our process, answer your questions, and determine if we're the right fit for your needs.
Do you work with companies outside of Memphis?
Yes, we represent clients nationwide while maintaining a strong presence in Memphis. Our managing partner handles business sale law matters across all 50 states, coordinating with local counsel where state-specific requirements apply.

Need Specific Guidance?

Submit your transaction details for a preliminary assessment by our managing partner

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Ready to Discuss Your Memphis Deal?

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Your information is kept strictly confidential and will never be shared. Privacy Policy

The Memphis M&A Market

Memphis's M&A market is defined by its status as America's logistics capital, home to FedEx's global hub and one of the nation's busiest cargo airports and inland ports. This logistics infrastructure has spawned hundreds of warehousing, freight brokerage, and third-party logistics companies in the $2M-$30M range that are prime acquisition targets. Beyond logistics, Memphis drives deal activity in healthcare (St. Jude Children's Research Hospital, Methodist Le Bonheur), food and agriculture, and a growing music and entertainment services sector.

Top M&A Sectors in Memphis

  • Logistics, Freight & 3PL Services
  • Healthcare & Medical Devices
  • Food Processing & Distribution
  • Manufacturing & Industrial Services
  • Music, Entertainment & Media

Deal Environment

Memphis offers strong deal flow in logistics and distribution, with the FedEx ecosystem creating a continuous pipeline of founder-owned businesses reaching acquisition scale. Healthcare deals are competitive due to institutional buyer interest, but logistics and industrial businesses trade at reasonable multiples with predictable cash flows.

Why Acquire in Memphis

Memphis's logistics infrastructure is a moat: acquiring a distribution or freight business here means access to FedEx's global hub, four Class I railroads, and America's fourth-largest inland port, creating operational advantages that are nearly impossible to replicate. Tennessee's lack of state income tax on wages adds immediate bottom-line value to acquisitions.

Tennessee Legal Considerations

Tennessee enforces non-compete agreements under a reasonableness analysis and recently enacted the Tennessee Lawful Employment Act requiring E-Verify compliance, which acquirers must factor into workforce due diligence; the state has no bulk sales act, but Tennessee's franchise and excise tax obligations transfer with going-concern business sales and require careful clearance.

Tennessee Legal Considerations for Business Sale Law

Non-Compete Laws

Enforceable with blue-pencil available. Independent consideration required post-hire.

Filing Requirements

Entity mergers and conversions must be filed with the Tennessee Secretary of State. Annual reports are required. The Department of Revenue handles franchise and excise tax registrations.

Key Tennessee Considerations

  • Tennessee's franchise tax has a net worth component that can create significant tax liability for capital-intensive acquisitions, and recent litigation has challenged its constitutionality
  • Tennessee has no personal income tax, which benefits pass-through entity acquisitions where owners are Tennessee residents
  • Nashville's growth as a healthcare industry hub creates active M&A markets with specific regulatory requirements for healthcare entity transactions

Guides and Resources

In-depth guides to help you prepare for your transaction

M&A Legal Services

Full-service M&A counsel from letter of intent through closing.

Read guide

Due Diligence Checklist

A structured approach to legal, financial, and operational due diligence.

Read guide

LOI vs Purchase Agreement

Understanding the binding and non-binding elements of each document.

Read guide

Why Deals Fail

Common deal-killers and how experienced counsel helps prevent them.

Read guide

Free M&A Tools for Your Sell My Business Lawyer Process

Use these tools to prepare for your transaction. Professional analysis at your fingertips.

Business Valuation Calculator

Understand what your business is worth.

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Working Capital Calculator

Calculate normalized working capital.

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Timeline Tracker

Track your sale timeline.

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Other Sell My Business Lawyer Service Areas Near Memphis

Acquisition Stars represents clients across Tennessee and nationwide. Alex Lubyansky handles every engagement personally.

serving Brentwoodsell my business lawyer in Franklinserving Belle MeadeGermantown sell my business lawyersell my business lawyer in Colliervillesell my business lawyer in Lakelandserving EadsMurfreesboro sell my business lawyer

Don't see your city? View all Sell My Business Lawyer service areas or contact us directly.

Related Services in Memphis

Other Locations We Serve

Helpful Resources

Attorney perspective on sell my business lawyer matters

Alex Lubyansky, Managing Partner at Acquisition Stars
"Every transaction has a moment where the deal either gets structured properly or it doesn't. That moment usually happens before most people realize it. By the time you're negotiating the purchase agreement, the fundamental economics are already set."
Alex Lubyansky, Senior Counsel On transaction structuring (Client engagement letter)

15+ years of M&A and securities transaction experience Senior counsel on every engagement Admitted in Michigan, practicing nationwide

Reviewed by Alex Lubyansky on . Read full bio

Ready to Talk About Your Memphis Deal?

Alex Lubyansky handles every engagement personally. Tell us about your transaction and we will let you know if there is a fit.

Request Engagement Assessment

Tell us about your deal. We review every submission and respond within one business day.

Your information is kept strictly confidential and will never be shared. Privacy Policy

One attorney on every deal. Nationwide. 15+ years of M&A experience.