Current Trends in M&A Negotiations

    View Authors August 2015

    A progressively buyer-friendly market environment creates room for the increased use of the “locked box” mechanism. A closer examination of this mechanism shows that it is not only in the interests of the seller but, as demonstrated in the following, can also be acceptable for the buyer if properly used. The existence of normalized net working capital (NWC) at the time of closing the deal also regularly plays a role for the buyer. This is recently being used more often as a means for reducing the purchase price and often leads to conflicts at a late stage in the transaction. The seller should prepare itself accordingly as described below.