The sales process

Having decided to sell your business with Rx Pharmacy Brokers, we will require you to sign an Exclusive Agency Agreement (EAA). This document outlines the price we think we can get for the pharmacy, the length of the agency agreement and the commission we will charge you for handling the sale process.

We will then undertake a full appraisal of the pharmacy and produce an Information Memorandum. (IM) The purchaser's accountant uses the IM to asses the business's initial valuation, which forms the basis of their offer.

Before the IM is sent to a prospective purchaser, a Confidentiality Agreement (CA) must be filled out, and returned by the purchaser. This prevents the purchaser from disclosing the contents of the IM to anyone except their professional advisors.

Once the purchaser is ready to make an offer, we will send them an Offer Document or Heads of Agreement. This sets out the basic parameters of the sale, such as price, stock value, expected settlement date, and certain other caveats, such as, subject to finance, transfer of lease, etc. If agreed, both parties sign the offer document, and the purchaser pays an initial deposit. This is held in Rx Pharmacy Brokers Trust Account. At this point, a Sales Advice is produced through which the vendor and purchaser exchange details of their accountants and solicitors, who start to correspond.

The buyer has 28 days to perform the pharmacy's financial and legal due diligence. The 28 days start from the date on which all requested material reaches the purchaser's solicitor and accountant. This is often the most challenging time for the vendor, as producing the documentation is a huge task. During financial due diligence, the purchaser’s bank should provide provisional approval for their finance.

After 28 days, when due diligence is completed, and the purchaser is happy to proceed with the purchase, the vendor then, at his cost, gets his solicitor to draw up a Contract of Sale.

The contract of sale is negotiated between the solicitors on both sides. Once the finer points have been agreed upon, a final draft is completed and signed by both purchaser and vendor. A last deposit is paid, and both are held in our trust account. At this point, the process becomes unconditional.

The vendor and the purchaser work together to transfer the lease into the purchaser's name. This cost falls to the purchaser. The purchaser and the vendor also work collaboratively to get DOH and Pharmacy board approval for the purchaser.

In normal circumstances, the sale of a pharmacy may take 16 to 24 weeks or possibly more. Public holidays, Easter and particularly Christmas, may lengthen this process. Solicitors who are not familiar with the pharmacy sales process are usually slower.