Business & real estate

Mergers and Acquisitions

Legal protection for buying or selling a business.

Rhode Island and Massachusetts

What’s at stake

Most of the businesses we work with on M&A aren’t large companies with in-house counsel. They’re family owned and operated, or two partners who are ready to go separate ways, an operator who found the right buyer and wants to get the deal done right. When the transaction closes, there’s usually no going back, and the legal work needs to account for that.

We handle the full scope of small and mid-market business transactions in Rhode Island and Massachusetts. We help structure the deal through due diligence, negotiation, documentation, and representation at closing.

Situations we handle

Business Acquisitions

We represent buyers through the full acquisition process from letter of intent, due diligence, to purchase agreement, and closing.

Business Sales

Selling a business you built is far more complex than selling a commodity. We represent sellers on deal structure, purchase price protections, the provisions that limit what you’re on the hook for after close, and the terms that govern what happens if the buyer comes back with a claim.

Ownership Transitions and Succession

Not every ownership change involves an outside buyer. We handle internal transitions where the legal and personal stakes are often higher than in a traditional sale. Partner buyouts, generational transfers, and management buyouts are all work we do.

Asset Purchases

When you’re buying specific assets such as equipment, client lists, intellectual property, or a book of business, the purchase agreement needs to be precise about exactly what’s included, what’s excluded, and what liabilities stay with the seller.

Letter of Intent and Term Sheet Negotiation

The LOI sets the framework for everything that follows. We negotiate exclusivity, price adjustments, representations, and what’s binding before you close.

Our approach

Asset sale or stock sale? Merger or acquisition? The structure of the transaction has significant tax, liability, and operational consequences for both sides. We work through the options before anything is signed.

We review what you’re buying “on paper” and find risks that could affect value, including contracts, liabilities, litigation exposure, regulatory compliance, and IP ownership.

We draft and negotiate the purchase agreement, representations and warranties, indemnification provisions, and any ancillary documents that come with the deal, like employment agreements, non-competes, and transition service agreements

Depending on the industry and the size of the transaction, there may be licensing transfers, regulatory notifications, or approval requirements that need to be addressed before close.

We manage the closing process in its entirety, including coordinating signatures, fund flows, and post-closing obligations. We’re available through the transition period when questions about the deal tend to surface.

What happens next

From the first call to the work itself.

  1. We answer

    When you contact us, you are not entering a queue.

    What we do. Call 401-621-9700 or request a consultation online. We take your details and check for conflicts of interest before we discuss your matter.

    What to prepare. Your contact details, and the names of anyone else involved, such as the other driver, business, or insurer.

  2. We listen

    We will give you honest answers about where you stand and what your options are.

    What we do. An attorney reviews what happened, the documents you have, and any deadlines that may apply, then talks you through your options.

    What to prepare. Drafts, entity documents, and the deal terms you have so far.

  3. We fight

    We prepare every case as though it’s going to trial.

    What we do. If you decide to hire the firm, we confirm the engagement and get to work, and you know who is handling your matter.

    What to prepare. Keep any new notices, letters, or court papers and send them to us as they arrive.

Every matter is different, so the steps and how long each one takes vary.

Client reviews from Google

Our go to! We have utilized DiLibero & Assoc for a few years now and highly recommend. They are easy to reach, operate in a timely manner, and in each instance- they guided us and handled our situations surpassing our expectations. So grateful to always know exactly where to turn! And to actually get resolution. On top of that being treated with dignity and respect- definitely minimizes the stress when going through difficult predicaments.

Aimee Zwolinski Google ·

Trustworthy, professional, and knowledgeable. DiLibero & Associates took the time to explain everything clearly and always made me feel informed throughout the process. Their honesty, responsiveness, and attention to detail gave me confidence every step of the way. I highly recommend them to anyone looking for legal representation they can trust.

Tony Levada Google ·

One of the best experiences i’ve ever had legally was with this firm! Lisa and Dylan are extremely professional and determined to get you a desirable outcome! They kept me well informed throughout the entire process and were nothing but professional, understanding, and helpful. I will always recommend this firm due to its staff’s dedication to getting you results that matter!

Elaina M Google ·

I had a great experience working with Dylan. He helped guide me through a situation I was dealing with involving a car dealership, and from the start he was professional, knowledgeable, and very easy to work with. Dylan took the time to explain everything clearly and made sure I understood my options every step of the way. Even though the situation didn’t require anything overly complicated, it was clear that Dylan really knows his stuff and genuinely cares about helping his clients. He was responsive, straightforward, and made the entire process much less stressful. I would absolutely recommend Dylan to anyone looking for a reliable and trustworthy attorney. Thanks again for your help!

Stephensilva Silva Google ·

I couldn’t be more impressed with Delibero and Associates. From my very first consultation, they were attentive, professional, and genuinely cared about my case. Dylan took the time to explain every step of the process and kept me informed the entire way. Their expertise and attention to detail gave me complete confidence that I was in excellent hands. What stood out most was their compassion, they treated me like a person, not just a client. The entire team worked efficiently, communicated clearly, and delivered results that exceeded my expectations. If you’re looking for a law office that combines deep legal knowledge with true dedication to their clients, I highly recommend Delibero and Associates. They turned a stressful situation into a positive outcome.

Michael Marzilli Google ·

Reviews describe individual clients’ experiences. Every matter is different.

Read all reviews on Google (opens Google Maps in a new tab)

Frequently asked questions

In an asset sale, the buyer purchases specific assets of the business (equipment, contracts, real estate) and generally doesn’t inherit the seller’s liabilities. In a stock sale, the buyer acquires ownership of the entity itself, including its history and liabilities. The right structure depends on your specific situation.

For a small business transaction, we anticipate 60 days to 6 months, depending on the complexity of the deal, the depth of due diligence required, and how quickly both sides can respond. Deals with financing contingencies, regulatory approvals, or complicated ownership structures take longer.

A broker handles valuation, deal sourcing, and negotiating the headline number. An attorney handles the legal side: structure, documentation, due diligence, and closing. Many transactions involve both. We work alongside brokers regularly and can help you evaluate whether you need one for your transaction.

The representations and warranties you make in the purchase agreement, and the indemnification provisions that govern what happens if a buyer claims you breached them. We negotiate indemnification caps, baskets, survival periods, and escrow arrangements that limit your exposure after you’ve handed over the business.

It depends on the size and complexity of the transaction. A straightforward asset purchase of a small business is a different engagement than a multi-party acquisition with regulatory components. The first conversation is free; we’ll discuss the deal, give you a realistic sense of scope, and talk through fee structures before any work begins.

Next step

You do not need to face this alone.

130 Dorrance Street, Providence, RI 02903 · Monday to Friday, 8:00 a.m. to 4:00 p.m.