Page 396 - מיזוגים ורכישת חברות - ברקלי תשפא

Chu: Our study also saw an increase in the incidence of escrows in 2001. About
65% of the 2001 deals we surveyed had escrows. And, of the deals that had escrows,
about 48% had escrows of less than 10% of the purchase price and about 30% had escrows
from 10% to 14.9% of the purchase price. So, I think the 10% "market standard" you
observed is still out there.

Climan: Steve, did you find in the deals you surveyed that the escrow was typically
the exclusive post‐closing remedy for the acquirer? Or did you find in these deals that
acquirers typically negotiate for the right to go after some or all of the stockholders of the
target company directly if the escrow is exhausted?

Glover: In my experience, the escrow is the exclusive remedy, with exceptions for
fundamental corporate problems and perhaps also for environmental issues and other
particularly troublesome matters where there’s some fear that the exposure might be
greater than the escrow amount.

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