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Author:Cain, M. D.
Denis, D. J.
Denis, D. K.
Title:Earnouts: A study of financial contracting in acquisition agreements
Journal:Journal of Accounting & Economics
2011 : FEB, VOL. 51: 1-2, p. 151-170
Index terms:contracts
financial markets
moral hazard
valuation
uncertainty
mergers
Freeterms:earnouts
contingent payments
SFAS
potential size
heterogeneity
Language:eng
Abstract:The paper empirically examines and analyzes earnout contracts, which provide for contingent payments in acquisition agreements. These results indicated considerable heterogeneity in the potential size of the earnout, the performance measure on which the contingent payment is based, the period over which performance is measured, the form of payment for the earnout, and the overall sensitivity of earnout payment to target performance. Their tests of the determinants of contract terms yield support for the view that earnouts are structured to minimize the costs of valuation uncertainty and moral hazard in acquisition negotiations.
SCIMA record nr: 274065
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