EPISODE · May 23, 2026 · 9 MIN
The Earnout Trap What Every Business Seller Needs to Know
from The Buyer & Seller Podcast with Fexingo: Business Brokers, Exits, and Private Sales Explained · host Fexingo
Lucas and Luna dissect the earnout—a common deal structure in private business sales where part of the purchase price depends on future performance. They walk through a real case: a $20 million industrial coatings company where the earnout turned a smooth exit into a three-year nightmare. Listeners learn why earnouts exist, how they can backfire, and what a seller can negotiate instead. No theory—just the mechanics of how earnout clauses are written, measured, and litigated. Plus a short, sincere pitch for listener support that keeps the show free. #Earnout #BusinessExit #PrivateSale #MergersAndAcquisitions #SellersRemorse #DealStructure #BusinessBroker #ExitPlanning #IndustrialCoatings #PostCloseIntegration #WorkingCapital #EBITDA #EarnoutClause #BusinessSale #SellSide #FexingoBusiness #BusinessPodcast #BusinessBrokers Keep every episode free: buymeacoffee.com/fexingo
What this episode covers
Lucas and Luna dissect the earnout—a common deal structure in private business sales where part of the purchase price depends on future performance. They walk through a real case: a $20 million industrial coatings company where the earnout turned a smooth exit into a three-year nightmare. Listeners learn why earnouts exist, how they can backfire, and what a seller can negotiate instead. No theory—just the mechanics of how earnout clauses are written, measured, and litigated. Plus a short, sincere pitch for listener support that keeps the show free. #Earnout #BusinessExit #PrivateSale #MergersAndAcquisitions #SellersRemorse #DealStructure #BusinessBroker #ExitPlanning #IndustrialCoatings #PostCloseIntegration #WorkingCapital #EBITDA #EarnoutClause #BusinessSale #SellSide #FexingoBusiness #BusinessPodcast #BusinessBrokers Keep every episode free: buymeacoffee.com/fexingo
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The Earnout Trap What Every Business Seller Needs to Know
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