This Balance Sheet Pricing clause provides a formula for pricing an acquisition of a target bank holding company (the "Company") based on the balance sheet of the target at the closing of a transaction. This template includes practical guidance, drafting notes, and alternate clauses. For various reasons, including the availability of audited financial statements, or the risk of asset deterioration, among others, the parties may agree to calculate the purchase price as of a date just before the closing. In a bank acquisition, for example, the buyer may seek such a pricing structure in order to transfer to the bank's shareholders the risk of loan portfolio degradation. See Bank M&A Practice Guide. A common formula for pricing an acquisition at the closing of a transaction is to use an agreed upon multiple of tangible book value, adjusted for deal-specific matters. This balance sheet-based pricing clause provides a template for this formula as well as an alternate clause providing for a ...