Session Details Page | International Bar Association

11th IBA European Corporate and Private M&A Conference

2 Feb - 3 Feb 2023

Session information

Mind the gap! - Structuring the purchase price in troubled times (rollovers, earn-outs, vendor loans, negative price, etc)

Friday 3 February (1100 - 1215)

Description

Troubled times can spell increased obstacles to finding an agreement on price. This panel will first focus on some of the tools that can help to bridge the gap between a buyer and seller’s expectations and needs on price, while acknowledging that these solutions can raise their own challenges. For example, as one court noted, an ‘earn-out provision converts today’s disagreement over price into tomorrow’s litigation over the outcome’. The panel will thus also dig into how to draft and negotiate these necessary, but hazardous, tools.

Session / Workshop Chair(s)

Jean-Claude Rivalland	Norton Rose Fulbright, Paris, France; Treasurer, Corporate and M&A Law Committee

Speakers

Chiara Gianni	Gianni Origoni, Rome, Italy
Arne Grimme	De Brauw Blackstone Westbroek, Amsterdam, Netherlands
Elisabeth Kreuzer	Hengeler Mueller, Munich, Germany
Carmen Reyna	PEREZ-LLORCA, Madrid, Spain
William Savitt	Wachtell Lipton Rosen & Katz, New York, New York, USA

Session presentations

Mind the gap! - Structuring the purchase prices in troubled times (rollover, earn-outs, vendor loans, negative price, etc)

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