Earnout vs Seller Note: Which One Is Best For You?

Описание: This guide from Rogerson Business Services compares seller financing and earnouts as primary tools for structuring lower-middle-market business sales in California.

The author, Andrew Rogerson, argues that fixed promissory notes generally offer a faster closing timeline and lower risk of litigation compared to performance-based earnouts.

While earnouts can bridge valuation gaps, they require complex legal drafting and often depend on the seller’s post-close involvement to meet specific financial benchmarks.

In this video, Andrew also provides specific advice for navigating SBA loan requirements, federal tax implications, and California-specific legal hurdles like non-compete clauses.

Ultimately, the resource serves as a strategic roadmap for business owners in industries like manufacturing and healthcare to maximize their exit proceeds while minimizing operational friction.

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Hello, I'm Andrew Rogerson, Rogerson Business Services

Andrew Rogerson helps the owners of privately held businesses with valuing and brokering the sale of their businesses throughout California.

Additionally, Andrew is a business owner who has been operating for 40+ years, including successfully owning and operating five businesses.

Andrew is a Certified Mergers & Acquisition Professional (CM&AP), Mergers & Acquisition Master Intermediary (M&AMI), Lifetime Certified Business Broker (LCBB), author of 4 books, and is available for speaking presentations on request.

Andrew helps business owners in California value and sell their business in the Lower Middle Market, or with Gross Revenue between $1 million and $100 million.