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Equity Buyout Payoff

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M

MrZack

Guest
What is the name of your state? NC

I left a partnership a few years ago and sold my equity for a promissory note with monthly interest payments (at the time the company had very little cash). My equity third was absorbed by the remaing two partners giving them each a larger stake. Now another partner (and good friend) is leaving and selling is share (which is actually his original share plus what he absorbed from me). Is it reasonable that he's getting paid for equity that hasn't been statisfied as long as my note is outstanding? If the company defaults on payments, the equity can come back to me. It seems weird that my friend can leave and sell a higher equity stake than he had when my equity can come back to me? Am I just thinking about this wrong?

Also, when I left, there was no initial lump sum payment and nothing has been paid except for the required monthly minimum which is almost entirely interest, very little principal. The second partner may get as much of a third of his buyout upfront and then go on a payment plan like me. But I was "in line first", right? There's no language or provisions as to what happens if one of the remaining two leave and whether he should be subordinate to me getting paid. Do I have an argument here?

-Zack
 


H

hexeliebe

Guest
Not unless you have a specific clause in your buyout agreement. If it's not in there the remaining partners can draft any agreement for their buyout that they wish.
 

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