{"type":"succession_guide","title":"Down payments, seller notes and earnouts: how the price gets paid","lead":"As of Oct 5, 2026, Succession Resource Group reports that buyers paid an average of 68% of the price in cash at closing in the 2025 deals it tracked, up from 63% in 2023.","as_of":"2026-10-05","facts":{"summary":"Why the headline price is rarely the cash at closing, and how down payments, seller notes, earnouts and buyer equity work.","key_facts":["Average cash down: 63% in 2023, 65% in 2024 and 68% in 2025 in the deals SRG tracked.","Seller notes, used in 56.8% of SRG's 2024 deals, averaged 5.94 years at 4.9% interest.","52.60% of SRG's 2024 deals included a retention clause.","Acquirer equity of 25% to 40% of the purchase price is now routine, according to Kitces.com."]},"sources":[{"url":"https://www.newswire.com/news/advisor-m-a-scales-up-larger-firms-higher-multiples-more-complex-deals","checked":"2026-10-05","label":"Succession Resource Group, press release: Advisor M&A scales up: larger firms, higher multiples, more complex deals (2025 transactions)"},{"url":"https://www.successionresource.com/blog/srg-advisor-deal-report-2025/","checked":"2026-10-05","label":"Succession Resource Group: SRG Advisor Deal Report 2025 (2024 transactions)"},{"url":"https://www.kitces.com/blog/equity-consideration-trap-acquiring-aggregator-valuation-liquidity-transfer-restrictions/","checked":"2026-10-05","label":"Kitces.com, Richard Chen: The equity consideration trap when the acquirer is an aggregator"},{"url":"https://mercercapital.com/insights/blogs/ria-valuation-insights-blog/2024/reconciling-real-world-ria-transactions-with-fair-market-value/","checked":"2026-10-05","label":"Mercer Capital: Reconciling real-world RIA transactions with fair market value"},{"url":"https://www.fptransitions.com/blog/components-of-a-deal","checked":"2026-10-05","label":"FP Transitions: Components of a deal"},{"url":"https://www.irs.gov/taxtopics/tc705","checked":"2026-10-05","label":"Internal Revenue Service: Topic no. 705, installment sales"},{"url":"https://www.successionresource.com/selling-book-of-business-for-financial-advisors/","checked":"2026-10-05","label":"Succession Resource Group: Selling a book of business for financial advisors"},{"url":"https://mercercapital.com/insights/blogs/ria-valuation-insights-blog/2025/earnouts-that-actually-pay-in-ria-ma/","checked":"2026-10-05","label":"Mercer Capital: Earnouts that actually pay in RIA M&A"},{"url":"https://www.kitces.com/blog/deferred-payments-trap-seller-valuation-terms-retention-payments-earnout-cagr-target/","checked":"2026-10-05","label":"Kitces.com, Richard Chen: Deferred payments: retention payments, earnouts and growth targets"},{"url":"https://www.successionresource.com/merger-or-sale-finding-the-right-path-to-your-exit/","checked":"2026-10-05","label":"Succession Resource Group: Merger or sale: finding the right path to your exit"}],"related":[{"title":"Asset sale or equity sale: how practice deals are structured","url":"https://advisoriq.com/succession/guides/asset-sale-vs-equity-sale/"},{"title":"Minority stakes and outside capital","url":"https://advisoriq.com/succession/guides/minority-stakes/"},{"title":"How long a sale or succession takes","url":"https://advisoriq.com/succession/guides/how-long-a-sale-takes/"},{"title":"What buyers look at","url":"https://advisoriq.com/succession/guides/what-buyers-look-at/"},{"title":"Valuation estimator","url":"https://advisoriq.com/succession/valuation/"},{"title":"RIA deal tracker","url":"https://advisoriq.com/succession/deals/"}],"notes":["Educational, not legal, tax or investment advice.","Practice management content is not eligible for CFP Board CE. CFP Board plans to allow up to five hours of it per cycle once its Q4 2027 changes take effect."],"url":"https://advisoriq.com/succession/guides/how-the-price-gets-paid/","citation":"AdvisorIQ, as of 2026-10-05. https://advisoriq.com/succession/guides/how-the-price-gets-paid/","license":"https://advisoriq.com/license/","publisher":"AdvisorIQ, independent education for financial advisors","disclaimer":"Summaries of rules set by designation bodies and regulators, which have the final word."}