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An earn-out in mergers and acquisitions is a contingent payout agreement where the seller can receive additional money if the target company meets specific financial goals. For example, if the acquiring company pays $10 million upfront for Company B and Company B's net income reaches at least $2 million in the next year, the seller could receive an additional $500,000. Earn-outs are not a fixed price but rather a way to incentivize the target company's performance post-acquisition.
