Services
Purchase Price Disputes
Resolving Disputes Across the Deal Cycle
When deals close, Buyers and Sellers breathe a sigh of relief at the closure of hard-fought negotiations. Unfortunately, disputes over adjustments to the purchase price post-acquisition often immediately arise and can be costly and time-consuming for all parties involved. Resolving disputes quickly and efficiently, before they escalate into full-blown litigation, is crucial to protecting value.
Ankura has assisted corporate, private equity, and law firm clients in a wide variety of purchase price disputes, including working capital adjustments, earn-outs, and breaches of representations and warranties.
Offerings
- Pre-Close Deal Provision Assessments
We help clients assess provisions being negotiated in their purchase agreements, including working capital calculations, earn-outs, and other post-closing adjustments. In addition, we can support purchase price adjustment scenario analysis before signing.
- Closing Statement Preparation
We can prepare or review closing statements on behalf of clients, including calculating the final purchase price, allocating purchase price among multiple assets, and trueing-up earn-outs.
- Objection Notice Preparation
When objections are necessary, we help clients prepare and file objection/dispute notices in a timely and effective manner, providing essential opinion(s) on disputed matter(s).
- Accounting analysis
We help clients review the accounting information relied upon the due diligence and deal negotiation process.
- Accounting Arbitration
We have experience serving as experts and consultants in accounting-related purchase price disputes, including earn-outs, working capital adjustments, and true-ups; This involves preparing and reviewing submissions to an Independent Expert presiding over the disputed matters. Ankura professionals also serve as arbitrator.
- Warranty and indemnity support
We can help to identify any warranty and/or indemnity matters that need addressing. Equally, we can support warranty/indemnity defense work.
Our Latest Thinking
%2FPassle%2F602651b953548812c0fa5fe2%2FMediaLibrary%2FImages%2F2024-10-31-13-44-12-962-672389ac4f07c36d64c1ac8d.jpg&w=3840&q=75)
%2FPassle%2F602651b953548812c0fa5fe2%2FMediaLibrary%2FImages%2F2024-11-13-21-55-58-854-6735206eca20638d587df175.jpg&w=3840&q=75)
%2FPassle%2F602651b953548812c0fa5fe2%2FMediaLibrary%2FImages%2F2024-11-13-19-51-45-415-67350351d8026329178fefe2.jpg&w=3840&q=75)
%2FPassle%2F602651b953548812c0fa5fe2%2FMediaLibrary%2FImages%2F2024-11-13-21-17-33-768-6735176dca20638d587dd618.jpg&w=3840&q=75)
%2FPassle%2F602651b953548812c0fa5fe2%2FMediaLibrary%2FImages%2F2024-11-13-21-48-57-334-67351ec9ca20638d587ded6b.jpg&w=3840&q=75)
%2FPassle%2F602651b953548812c0fa5fe2%2FMediaLibrary%2FImages%2F2024-11-13-22-15-24-314-673524fcca20638d587dfc0e.jpg&w=3840&q=75)
%2FPassle%2F602651b953548812c0fa5fe2%2FMediaLibrary%2FImages%2F2024-11-15-15-42-11-205-67376bd3d0763092c021c948.jpg&w=3840&q=75)
%2FPassle%2F602651b953548812c0fa5fe2%2FMediaLibrary%2FImages%2F2024-05-02-15-14-05-541-6633adbd2678a928530e8394.jpg&w=3840&q=75)
%2FPassle%2F602651b953548812c0fa5fe2%2FMediaLibrary%2FImages%2F2024-11-08-13-45-33-500-672e15fdc325433965197b1e.jpg&w=3840&q=75)
%2FPassle%2F602651b953548812c0fa5fe2%2FMediaLibrary%2FImages%2F2024-11-08-13-53-20-886-672e17d0bb51b919d60674e7.jpg&w=3840&q=75)
%2FPassle%2F602651b953548812c0fa5fe2%2FMediaLibrary%2FImages%2F2024-11-11-17-05-04-502-67323940ac45e2f6a0a15016.jpg&w=3840&q=75)
%2FPassle%2F602651b953548812c0fa5fe2%2FMediaLibrary%2FImages%2F2024-11-11-15-14-07-577-67321f3f10778c48ef2c0f22.jpg&w=3840&q=75)
%2FPassle%2F602651b953548812c0fa5fe2%2FMediaLibrary%2FImages%2F2024-11-06-15-39-11-717-672b8d9f937bc0ff8dce6d9a.jpg&w=3840&q=75)
%2FPassle%2F602651b953548812c0fa5fe2%2FMediaLibrary%2FImages%2F2024-10-30-19-18-59-284-672286a3470fbf2b4b10f3d0.jpg&w=3840&q=75)
%2FPassle%2F602651b953548812c0fa5fe2%2FMediaLibrary%2FImages%2F2024-11-05-19-13-10-783-672a6e46fa0caa16109df549.jpg&w=3840&q=75)
%2FPassle%2F602651b953548812c0fa5fe2%2FMediaLibrary%2FImages%2F2024-11-07-16-08-57-706-672ce619bc327e0721d46ea4.jpg&w=3840&q=75)
Public Medical Device Company
Defending a $200+ Million Claim in Accounting Arbitration
A public medical device company purchased a business carved out of another public medical company. The deal included a three-year earn-out based on contractually defined EBITDA targets. Ankura served as the expert for the buyer defending a $200+ million claim in accounting arbitration and was successful in a take-nothing determination.
The Ankura Difference
We understand the complex issues that can arise in a purchase price dispute and have the experience to help you reach a resolution. Whether it’s through consultation pre-close or our accounting arbitration services, we work with our clients every step of the way to resolve their disputes. Our highly-qualified professionals serve as neutral accountants, arbitrators, expert witnesses, and consultants throughout the deal lifecycle.
Key Contacts
- Josh Johnston
Senior Managing Director
Dallas, TX
- Mike Kennelly
Senior Managing Director
Chicago, IL
