The Buyer and the Seller see Net Working Capital Adjustments differently and what is included and not included can substantially affect the proceeds expected and or received.  The same is true about Earnouts. The presenters will look at the nuances in networking capital and earnout provisions and how they might impact the negotiation of the transaction, as well as certain closing and post-closing issues (including potential litigation issues).

Christopher Helmrath, SC&H Group and Matthew Gorra, DLA Piper