[R. Smith]

I’m curious to hear from fellow M&A professionals: do you think the European-style lockbox contractual framework will gain traction in U.S. deals as it has in Europe? The lockbox approach fixes the purchase price at signing based on historical financials, eliminating the need for post-closing adjustments typically seen in traditional U.S. deals. This can provide price certainty, reduce negotiation drag, and allow for a quicker focus on integration and growth. With U.S. dealmakers increasingly aiming for streamlined transactions, especially under changing regulatory climates with the incoming Trump administration, could the lockbox mechanism become a more prevalent choice? It seems like an attractive option for both private equity and strategic buyers looking to avoid post-closing disputes. Would love to get your insights on whether this might be a methodology we’ll see more frequently in future U.S. M&A transactions.

[Author]

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