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Volatility, Disruption, and Fraud: The Making of a Modern M&A Dispute

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December 2016
Heiko Ziehms
BRG research

Heiko Ziehms, with input from experts across BRG, discusses factors that can cause M&A transactions to end in a dispute. From “confirmation bias” to poorly drafted earn-out clauses, Mr. Ziehms explores the human, accounting, economic, and technical hurdles that may lead to a complicated and expensive arbitration or lawsuit.

The paper covers topics including: 

  • Completion mechanisms
  • The threat of fraud, and red flags that can help identify it
  • Issues relating to revenue recognition, the battleground of some of the biggest disputes
  • Hidden debt, and potential ways to avoid it
  • How working capital calculation may cause a dispute
  • Why earn-outs make disputes more likely
  • The threat of corruption
  • Cyber security and its effect on M&A

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