Friday, January 18, 2019

Earn-outs in Distressed M&A

As industry-specific M&A Advisors, my partners (Mark Hahn, Mitch Evans) and I carefully align “price” and “transaction structure” to achieve optimal financial outcomes, regardless of the condition of seller’s balance sheet. That’s why I am proud of what was in today’s mail: earn-out checks received from buyers in 3 separate M&A transactions which represent seller's value for customer relationships that continue to bear fruit more than a year after Closing. While some of these funds still pay old debts out of the orderly wind-down plan under my care, most cases were resolved amicably among creditors within the first year post-Closing. This means that owners may be able to legally and ethically take some money home from the payments. They serve to validate what was a tough decision back when it was made: to trust the buyer and to enter into an unconventional M&A transaction where a traditional sale of business could not have succeeded. It’s nice to see these checks today, giving me pause to reflect on events from the previous few years. I know the clients will be happy to enjoy the moment as well.

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