Kirkland M&A Update Kirkland & Ellis LLP

“DisHarmonix” — Dispute Resolution for Earnouts and Purchase Price Adjustments

We have written before of certain pitfalls that await dealmakers utilizing earnouts and purchase price adjustments. An oft-shared aspect of those two deal provisions was the subject of a recent Delaware decision by Chancellor Strine — the employment of an independent accountant to resolve post-closing disputes between the parties.