Post Acquisition Disputes & True-Ups

We have participated in a variety of post acquisition disputes and true-up engagements, including:

  • Evaluation of and testimony with respect to the financial effects of breach of warranty, accounting misrepresentation, and concealment on the agreed on transaction price.
  • Evaluation of and testimony with respect to the facts, circumstances and accounting of importance to the quantification of amounts due under “Earn-Out” provisions.
  • Evaluation of and testimony with respect to the facts, circumstances and accounting of importance to the quantification of “True-Up” provisions.
  • Service as the accountant arbitrator along with two lawyers.  The panel evaluated and resolved post-acquisition claims of a U.S. biomedical technology company against its acquiring public UK entity.  The panel evaluated the effect on the original purchase price resulting from claims suggesting deficiencies in the acquired company’s pre-acquisition and post-acquisition accounting, the amount due the sellers as a result of a material decline in the purchasing company’s stock price during the deferred payment period, and the amount due to sellers under a bonus-compensation provision of the acquisition agreement. 

 

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