In an article published by Exame, our partner Daniel Rodrigues Alves addresses one of the most sensitive aspects of M&A transactions: the earn-out.

This mechanism aims to resolve a classic deadlock between buyer and seller: disagreements over valuation, by tying part of the purchase price to the company’s future performance.

In a scenario still marked by high interest rates and increased investor caution, earn-outs are gaining relevance as they help align expectations and distribute risks between the parties.

However, their effectiveness depends on careful structuring. International experience, combined with principles of Brazilian law such as good faith and cooperation, reinforces the need for well-defined contracts and clear governance.

Without this level of care, what initially enables a deal may turn into complex disputes in the future.

Read the full article: https://exame.com/bussola/o-que-e-earn-out-clausula-pode-destravar-fusoes-e-aquisicoes/