News & Analysis as of

Acquisition Agreements Earn-Outs Contract Terms

A&O Shearman

Delaware Chancery Court Grants Partial Judgment On Post-Acquisition Earnout Payments, Finding They Were Not Conditioned On...

A&O Shearman on

On July 31, 2025, Vice Chancellor Lori W. Will of the Delaware Court of Chancery granted partial judgment on the pleadings on a breach of contract counterclaim asserted by defendant, the former majority owner of two...more

Troutman Pepper Locke

Chancery Addresses "Commercially Reasonable Efforts" Clauses in the Context of an Earnout Dispute

Troutman Pepper Locke on

In Shareholder Representative Services LLC v. Alexion Pharmaceuticals, Inc., the Delaware Court of Chancery addressed an earnout dispute, holding that a buyer violated its contract with the seller by failing to use...more

Stikeman Elliott LLP

Recent Québec Court of Appeal Decision Highlights the Importance of Clear Drafting for Earnouts

Stikeman Elliott LLP on

Ambiguous drafting of earnout provisions in M&A agreements is a perennial source of post-closing disputes. What may have seemed clear to parties in the heat of negotiations can often become less so as time passes,...more

Goodwin

The growing importance of earnouts in midmarket dealmaking

Goodwin on

A flexible provision raises questions for buyers and sellers alike. Given the uncertain economic climate of 2023, parties are increasingly turning to earnouts to bridge valuation gaps. As shown by Goodwin’s Private Equity...more

Pullman & Comley, LLC

10 M&A Trends Gleaned from the 2020 – 2021 ABA Deal Points Study

Pullman & Comley, LLC on

The American Bar Association (ABA) 2020 – 2021 Private Target Mergers & Acquisitions Deal Points Study[1] analyzed publicly available acquisition agreements for 123 transactions executed and/or completed in 2020 and the first...more

White and Williams LLP

Delaware Weighs in on Reformation of Contract for Misunderstanding as to Earn-Out

In the recent case of Glidepath Limited v. Beumer Corporation, the Delaware Court of Chancery considered the case of whether a court could apply equitable principles to reform the dates in a purchase contract for measurement...more

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