Other mechanisms which can help close a deal
Bridging the value gap
Where there is a gap in the buyer's and seller's expectations around value, creative solutions can be used to bridge that gap, including earn-outs, deferred consideration and hybrid adjustment mechanisms that combine completion accounts with a locked box.
W&I insurance
Warranty and indemnity insurance is now standard on most deals in some jurisdictions, and its scope is being extended. It can speed up negotiations and the disclosure exercise, but it is important to factor into the deal timetable the work required to put the insurance in place.
Financing
We have seen a variety of methods used to overcome issues where funding a full buyout may be problematic, including vendor financing and rollover stakes. Other techniques used to help close a deal include agreements to cover a party's costs if the deal aborts.