The issue of a target’s price and payment mechanics is always one of the most important (if not the most important) for both seller and buyer. To make everyone happy and divide risks, some use such tools as earn-out clause (e.g. if the target is performing above agreed level after closing the deal, the seller shall receive part of its profits). What other tools did you use in your practice?
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Retention payments are also a great way to shift some of the compensation out of the purchase price, limit the tax impact of the acquisition and ensure that key personnel will continue to support growth and success of the company post-close.