Designing M&A Earnouts to Minimize Disputes in Private M&A Transactions 

Presented by the CBA Alberta Business Law (South) Section

On Demand. Originally presented on Feb. 19, 2026.

Earnouts are a common method of bridging gaps in valuation expectations of buyers and sellers in M&A transactions. Post-closing performance-based consideration is an inherently touchy deal point and presents an inherent structural risk to sellers in particular.

In this presentation we will discuss market norms, key risks and practice tips to aide you when structuring, negotiating and drafting earnout mechanics in your transactions. An understanding of the business is required to prepare an effective earnout, as is an ability to ask questions of your client to stress-test the structure using various possible scenarios or outcomes – suggestions on effectively doing both will be provided.

PRESENTER

Andrew Wong (Partner, Gowling WLG (Canada) LLP)

HOW TO ACCESS VIDEO OR MATERIALS:

• Click the PURCHASE button on the right side of the page. Submit your registration.
• Click the Video Tab or the Materials/Paper Tab on this page
• Ensure you are logged in
   

Participant Disclaimer
All materials related to this event are for the sole use of the registrant, and may not be copied, reproduced, uploaded, posted, publicly displayed, translated, distributed, shared, modified, made available on a network or other website, used to create derivative works or transmitted in any form or by any means whatsoever without the prior express written permission of the Canadian Bar Association.

Once payment has been processed for an on-demand event there will be no refund issued. Section subscriptions are non-transferrable, nor are substitutions permitted at meetings. You must be a current national CBA member to access this material.