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Reading Financial Statements: Documenting Acquisitions

Intended audience: 
Corporate solicitors

6 hours (can be split into separate two-hour sessions)

Small to medium-sized groups using tutor-led discussions, case study exercises and the firm’s own precedent documents

To give delegates the tools to enable them to:

  • Identify key accounting issues that impact on acquisition documents, including:
    • Terminology
    • Accounting frameworks
  • Understand the implications of accounting principles when drafting accounts warranties
  • Appreciate the key issues when drafting and negotiating accounting aspects of completion accounts and earn-out arrangements and identify potential risk areas
  • Increase their confidence in understanding
    • Key judgement areas in accounts
    • Where accounts can be manipulated
    • The impact of these judgements in drafting documentation

The course also provides an overview of accounting issues on locked box deals.


  • Accounting terminology refresher – a brief reminder of key issues that impact on documentation
  • Accounts warranties
    • The purpose of accounts warranties and the interaction with price adjustment mechanisms, warranties on management accounts and accounting risk areas
    • A review of the firm’s own precedent documents
  • Completion accounts
    • Key price adjustment mechanisms and the form and content of completion accounts
    • Specific instructions
    • A review of the firm’s own precedent documents
  • Earn-out arrangements
    • When and why they are used, determining earn-out ‘profits’, purchaser and seller influences and how they might be protected against
    • A review of the firm’s own precedent documents
  • Overview of accounting issues on locked box arrangements
  • Subjective areas in accounts
    • Key areas that can be manipulated
    • How they impact on drafting the different documents


  • Participants will have improved confidence in dealing with accounting issues and terminology
  • Participants will understand the key accounting mechanisms used and the implications of accounting issues when drafting / reviewing these documents
  • Participants will have a better understanding of the subjective areas in accounting that require clear and unambiguous instructions in completion accounts and earn-out arrangements

The Training Team

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Contact Rachel Berry by either using the contact us form, emailing, or calling 01454 550066

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