Earn out and Sources and Uses

I'm curious if anyone knows how to treat an earn-out on the sources and uses. The company has an EV of $100mm, but only $50mm of it is being paid upfront (all with debt including transaction costs) with the rest paid over time based on performance. Would this impact sources and uses at all? 

It makes sense to me that it would if we treated it like an additional loan or like seller financing. My guess is it could look like this:

sources:

debt (upfront fee)- $51mm

seller financing - $50mm

Total sources: $101mm

Uses:

Seller proceeds: $50mm

Earn-out liability: $50mm

transaction costs: $1mm

Total Uses: $101mm

I could be totally wrong though. Anyone have some insight?

Thanks

3 Comments
 

Nemo magni distinctio reiciendis nemo eius minima. Voluptatem consequatur quia possimus sit nemo.

Career Advancement Opportunities

June 2026 Investment Banking

  • Evercore 01 99.4%
  • Moelis & Company 01 98.8%
  • JPMorgan 01 98.2%
  • Guggenheim Partners 01 97.7%
  • Morgan Stanley 07 97.1%

Overall Employee Satisfaction

June 2026 Investment Banking

  • Moelis & Company No 99.4%
  • Morgan Stanley 01 98.8%
  • Evercore 01 98.2%
  • BMO Capital Markets 12 97.6%
  • Banco Santander 01 97.1%

Professional Growth Opportunities

June 2026 Investment Banking

  • Moelis & Company No 99.4%
  • Evercore No 98.8%
  • Morgan Stanley 05 98.2%
  • JPMorgan No 97.7%
  • BMO Capital Markets 12 97.1%

Total Avg Compensation

June 2026 Investment Banking

  • Vice President (14) $434
  • Associates (43) $259
  • 3rd+ Year Analyst (8) $210
  • 2nd Year Analyst (22) $179
  • Intern/Summer Associate (13) $156
  • 1st Year Analyst (75) $151
  • Intern/Summer Analyst (66) $101
notes
16 IB Interviews Notes

“... there’s no excuse to not take advantage of the resources out there available to you. Best value for your $ are the...”

Leaderboard

success
From 10 rejections to 1 dream investment banking internship

“... I believe it was the single biggest reason why I ended up with an offer...”