Latest / The Acquisition Talk with Fexingo: Mergers, Buyouts, and Business Sales for Operators
The M&A Disclosure Schedules Trap That Cost a Buyer $60 Million
In Episode 115, Lucas and Luna dissect a massive M&A gotcha: the disclosure schedules trap. They walk through a real 2025 case where a private equity buyer overpaid by $60 million because the seller's disclosure schedules were vague and buried in an Excel appendix. The hosts explain how disclosure schedules are meant to carve out exceptions to reps and warranties, but when drafted poorly—or hidden in a data room—they can shift massive risk to the buyer. Lucas breaks down the two-part trick: first, the seller lists generic exceptions like 'certain customer contracts are under…
The skinny
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