Deferred Consideration Services Buy-Side
Deferred Consideration, Done Right
Event tracking, tax coordination and seamless payments. Delegate the complexity. Own the outcome.
Deferred Consideration Is in Every Deal — But Who Owns It?
Almost every merger agreement includes deferred consideration, yet no one wants to manage it. It involves tracking triggers, fielding questions from founders and employees, and coordinating with HR, tax, treasury, legal and finance. It’s a tangle of spreadsheets, deadlines and risk exposure.
That’s where Western Alliance Bank steps in. We offer a full-service solution for tracking, managing and executing deferred consideration and post-closing payments — regardless of whether we’re engaged as your escrow and/or paying agent.
What We Deliver:
Tracking & Eligibility Management
- Set up payment schedules, amounts and contingencies
- Monitor employment or milestone-based eligibility
- Confirm method of payment and appropriate routing
Funds Coordination
- Coordinate with treasury on liquidity and timing
- Execute flow-of-funds and payment instructions
- Maintain clean, auditable records and visibility
Tax Characterization & Reporting
- Clear categorization of payments (e.g., payroll vs capital gains)
- Manage underlying security records
- Handle considerations like 83(b) elections
Full Visibility & Wrap-Up Reporting
- Schedule fulfillment tracking across all deals
- Handle roll-up reporting for treasury, HR, legal, and finance
- Make everything accessible via Gateway, our real-time client dashboard
Gateway Client Portal
Use Cases Include:
- Founder holdbacks
- Option and equity unvested cash amounts
- Performance-based payouts
- Carve-outs outside of escrow
- Any deferred or conditional cash payments
With Western Alliance Bank, you’re not just managing deferred consideration — you’re optimizing it. Our solution creates continuity, visibility and peace of mind as your deals grow more complex. Use it as a standalone solution or bundle it with our escrow and paying agent services — either way, you have one place to see and manage all your deal economics.
We’re not just an agent — we’re your co-pilot in post-closing execution.
Reach a Banker
Contact Our Business Escrow Services Team