Exit Index

For owners planning to sell, hand over or step back

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Earn-outs explained: getting paid for future performance

Part of the price depends on how the business does after you sell. Here is how that usually works.

By Exit Index ·


An earn-out ties part of the sale price to how the business performs after completion, usually over one to three years.

Why buyers propose them

Earn-outs bridge a gap between what the seller thinks the business is worth and what the buyer is willing to pay up front.

What to watch

  • How performance is measured, and who controls the levers that affect it.
  • What happens if the buyer changes how the business is run.
  • How disputes are settled.

Take professional advice before agreeing to any earn-out terms.

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