Mergers & Acquisitions · Accretion/Dilution Modeling
Seller Notes In M&A
This problem asks what seller notes are and how they affect incentives in an M&A transaction.
- Difficulty
- Easy
- Topic
- Mergers & Acquisitions
- Subtopic
- Accretion/Dilution Modeling
What this question trains
This question practices a core M&A concept, the different ways a buyer can finance part of the purchase price and how that affects the seller’s incentives. A candidate should understand how deferred consideration works, how it changes the seller’s role from owner to creditor, and why that matters for transition planning, risk allocation, and post-close behavior. Interviewers ask this because they want to see whether you can connect deal structure to transaction economics and to the motivations of the parties involved, which is a key skill in accretion/dilution and broader M&A modeling.