Deal Structure Scenario Modeler

Overview

Not all deals are created equal. A $10M headline price with 50% in earnouts is very different from $8M all-cash. This tool helps you compare deal structures apples-to-apples.

What Is Included

• Deal component breakdown - Cash, earnouts, seller notes, equity rollover
• Net present value calculator for deferred payments
• Risk-adjusted returns based on earnout probability
• Tax impact modeling at a high level
• Side-by-side comparison of up to 4 deal structures
• Walk-away analysis showing minimum acceptable terms

Who Should Use This

• Sellers actively negotiating with potential buyers
• Owners evaluating LOIs from multiple parties
• Anyone trying to understand the true value of an offer
• Advisors helping clients compare deal options

How to Use

1. Input base deal terms - Total price, cash component, earnout structure
2. Define earnout targets - Revenue or EBITDA thresholds
3. Assess probability - Realistic likelihood of achieving targets
4. Calculate NPV - Apply discount rate to future payments
5. Compare structures - See which offer truly maximizes value