Refinancing, Financing and Exit Counsel in Georgia
Protecting your position before you sign, and structuring the exit before you need one.
Updated
Should I refinance, bring in an investor, or sell the business?
It depends on what you are trying to accomplish and what you are willing to give up. A refinancing keeps ownership with you but adds debt, covenants, and often a personal guaranty. Bringing in an investor adds capital without new debt but gives someone else a say and a share of the upside. A sale turns the business into cash but ends your control and often comes with ongoing obligations such as escrows or a noncompete. Read the term sheet with a lawyer before you sign it, because most key terms are set there.
This is general information about Georgia law, not legal advice for your situation.
"We don't fully understand what we're being asked to sign, and we don't know how to protect ourselves before making this investment."
Most investors and business owners are not short on ambition. They are short on visibility into the legal mechanics of the deal in front of them. Loan covenants, personal guaranty exposure, subordination agreements, intercreditor provisions, capital call obligations: these documents carry real consequences, and the people signing them often do not have counsel reviewing the terms before ink hits paper.
The same problem appears on the exit side. Founders and investors who built something valuable find themselves negotiating a sale, a recapitalization, or a partner buyout without a clear understanding of how the transaction structure affects their net position. Tax allocation, indemnification exposure, earnout mechanics, restrictive covenants: the details that determine whether a good headline number actually translates to a good outcome.
This practice exists for clients who want a lawyer in the room before they commit capital or agree to terms, not after. Someone who reads every page, flags what matters, and tells them plainly what they are agreeing to.
- Loan and financing document review
- Refinancing and restructuring
- Investor-side deal structuring
- Exit and sale transaction advisement
- Partner buyouts and recapitalizations
- Personal guaranty and exposure analysis
- Capital raise and private placement review
Frequently asked questions
What is a personal guaranty, and can I negotiate it?
A personal guaranty makes you personally responsible for the company's loan or lease if the company does not pay. Lenders and landlords often ask for one, but the amount, duration, and triggers can sometimes be limited through negotiation.
What are loan covenants?
Covenants are promises in a loan agreement, such as keeping certain financial ratios, providing financial statements, or not taking on more debt without consent. Breaking one can be a default even if every payment is on time.
Is a letter of intent binding?
Usually most of it is not, but some parts often are, such as confidentiality, exclusivity, and expense terms. Read the letter carefully, because the business terms it sets are hard to change later.
What is an escrow or holdback in a business sale?
It is part of the purchase price held back after closing to cover the seller's promises in the purchase agreement. The amount, how long it is held, and what claims can be made against it are all negotiated.
These answers are general information about Georgia law as of October 2026. They are not legal advice, and reading them does not create an attorney-client relationship.
Contact Us
Submit a consultation form to discuss your matter and begin a conversation with Scates Law.
Schedule a ConsultationSubmitting a consultation form or contacting the firm does not create an attorney-client relationship.