Introduction This is another post-closing M&A dispute over an EBITDA earnout. The deal The seller was a San Jose based small security guard service. It sold its assets in September 2016 to a Georgia based nationwide security company with about…
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Lawsuit Over EBITDA Earnout “Determined in Accordance With Buyer’s Historical Reporting Policies”
Posted in bad faith, corporate overhead, de facto merger exception, earn outs, EBITDA Tagged with: corporate overhead in earnouts, EBITDA earnouts
Business Seller Accuses Buyer of Earnout Manipulation
Introduction A seller of a business wants to receive the highest price, and payable in cash at closing. The buyer might want to pay seller’s price but is not sure it is worth that much. How do you bridge the…
Recent Posts
- Bankruptcy Court Permits 363(f) Sale of Business Free of Pension Claim
- Lawsuit Over EBITDA Earnout “Determined in Accordance With Buyer’s Historical Reporting Policies”
- Purchase Price Royalty for SaaS Business Didn’t Include Professional Fees
- APA Integration Provision and Exclusive Remedy Clause Bars Seller Claim
- Vague APA Note Payment Adjustment Provision Results in Lawsuit
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