Completion Accounts vs Locked Box скачать в хорошем качестве

Completion Accounts vs Locked Box

A Locked Box Mechanism is becoming more popular in the M&A process. But what is the difference compared to Completion Accounts? We consider the advantages and disadvantages of each. 00:00 – Introducing completion accounts and the locked box mechanism 00:37 – What are completion accounts 01:35 – Estimated and actual value at completion 02:02 – Performing a ‘look back’, when and why 02:27 – Caps, collars and de minimis provisions 02:59 – How much is paid on the day of completion? 03:44 – Where retained funds are held 05:05 – Completion accounts: Debt free, cash free transactions 05:14 – Working capital and net-debt positions 06:10 – Importance of effective corporate finance support to final value 07:00 – Mitigating uncertainty of value due to seasonality and other business cycles 07:49 – Main advantage of completion accounts 08:31 – Comparing a locked box mechanism in M&A 09:16 – What is a locked box mechanism 10:15 – Locked box mechanism provides certainty 11:07 – How permitted leakage works 11:50 – Examples of unpermitted leakage 12:10 – Disadvantage of locked box and how a “ticker” can mitigate 13:32 – Advantage of a locked box to satisfy debt 14:45 – How to weigh up using completion accounts or locked box