A Letter Of Intent To Buy A Business is a crucial preliminary document used in business acquisition processes in Nigeria. It serves as a formal expression of interest from a potential buyer to a seller, outlining the key terms and conditions of the proposed transaction. While predominantly non-binding, it demonstrates serious intent and typically includes essential elements such as the proposed purchase price, payment terms, due diligence requirements, and timeline for completion. The document must comply with Nigerian legal requirements, particularly the Companies and Allied Matters Act (CAMA) 2020 and other relevant commercial laws. It's commonly used as a precursor to a definitive purchase agreement and helps establish clear communication between parties while providing a framework for negotiations and due diligence processes.

1. Date and Parties: Full identification of both the potential buyer and seller, including registered business names, addresses, and registration numbers where applicable

2. Expression of Interest: Clear statement of intention to purchase the business, subject to conditions and due diligence

3. Business Description: Brief description of the target business, including its nature, location, and key assets to be included

4. Proposed Transaction Structure: Outline of how the purchase would be structured (e.g., asset purchase, share purchase, etc.)

5. Indicative Purchase Price: Proposed purchase price range or specific amount, including payment terms and any conditions

6. Due Diligence: Overview of the due diligence process and requirements

7. Timeline: Proposed timeline for completing due diligence, negotiations, and closing

8. Confidentiality: Statement regarding the confidential nature of discussions and information shared

9. Non-Binding Nature: Clear statement that the LOI is non-binding except for specific clauses (like confidentiality)

10. Exclusivity: Any agreed period during which the seller will not negotiate with other potential buyers