FacultyFaculty/Author Profile

Charles K. Blank

Grant Thornton LLP

New York, NY, USA


Charles advises clients on disputes and investigations involving complex accounting matters under US GAAP and IFRS. In addition, as a leader of Grant Thornton’s Accounting Change Implementation Group, Charles assists clients with implementing new accounting standards and technical consultations.

Charles has extensive experience as both a neutral arbitrator and consultant in post-acquisition disputes related to working capital adjustments and earn-out provisions of purchase agreements.

Post-Acquisition Dispute Experience Representative examples of Charles’ experience include:

  • Retained as arbitrators in a post-acquisition dispute involving the sale of a leading provider of environmental services. Disputed items related to whether amounts included in closing net working capital were prepared in accordance with GAAP and consistently applied with seller’s past accounting practices. The disputed items pertained specifically to various accruals involving estimates including those for litigation and environmental violations, state sales and use tax audits, and uncertain tax positions. The agreed upon protocol included submission of position statements by the disputing parties, follow-up questions and document requests by the arbitrator, and a determination letter with the arbitrator’s binding decision and rationale.
  • Retained as arbitrators in a post-acquisition dispute involving the sale of a hospital from a private equity firm to a healthcare operator. Disputed items related to whether amounts included in closing working capital were prepared in accordance with GAAP, consistently applied with seller’s past accounting practices, with respect to bad debt allowances for multiple classes of patient receivables, reserves for Medicare audit adjustments, and the methodology for computing incurred but not reported claims arising from self-insured health coverage. The agreed upon protocol included submission of position statements by the disputing parties, follow-up questions and document requests by arbitrator, conference calls with the disputing parties and outside consultants, and a determination letter with the arbitrator’s binding decision and rationale.
  • Retained as arbitrators in a post-acquisition dispute involving the sale of a defense contractor from a sole shareholder to a purchaser in the aerospace industry. The dispute focused on the earn-out provisions in the purchase agreement and in particular whether the contract provided for the purchaser to apply purchase accounting in the determination of the earn-out amount. The agreed upon protocol included submission of position statements by the disputing parties, follow-up questions and document requests by arbitrator, and a determination letter with the arbitrator’s binding decision and rationale.
  • Retained as arbitrators in a post-acquisition dispute involving the sale of a logistics services business. Disputed items related to whether amounts included in the closing net cash payment and net working capital amounts were prepared in accordance with GAAP, consistently applied with seller’s past accounting practices, with respect to foreign currency translation, classification of cash subject to foreign exchange controls, bad debt allowances for receivables, treatment of certain lease deposits, and settlements of billing disputes. The agreed upon protocol included submission of position statements by the disputing parties, follow-up questions and document requests by arbitrator, and a determination letter with the arbitrator’s binding decision and rationale.
  • Retained as arbitrators in a post-acquisition dispute involving the sale of a health maintenance organization. Disputed items related to the applicable methodology for computing incurred but not reported claims and whether to tax effect adjustments to the balance sheet of a component entity included in the sale. Services included a determination letter with the arbitrator’s binding decision and rationale.
  • Retained as experts by counsel for the seller of an insurance claims management company in a post-acquisition dispute. Disputed items related to whether certain deferred revenue balances should be included in closing working capital. Services included an affirmative expert report and rebuttal commentary on the purchaser’s analysis and opinion.
  • Retained by counsel for a joint venture of two private equity firms in assessing their claims as well as the claims against them in a post- acquisition dispute over the closing working capital resulting from the sale of an aerospace business. Our scope of services included conducting a mock arbitration, providing feedback to counsel on the joint venture positions and assistance in the preparation of the brief and reply brief filed in the arbitration.
  • Engaged as the accounting referee in a post- acquisition earn-out dispute involving interpretation and application of accounting terminology to a formula approach payout of additional earn-out consideration related to the sale of a live on-line chat service provider. Services included defining the process, conducting proceedings with counsel and their clients and providing a live presentation of the opinions and the decision criteria for several contested items.
  • Retained as experts for the acquirer of a consumer goods manufacturer in a dispute over the treatment of capitalized overhead. Issues addressed related to the types of costs to be included in inventory, the primary working capital item. Our scope of services included an affirmative expert report as well as rebuttal commentary on the opposing side's expert's analysis and opinion.
  • Retained as arbitrators in a post-acquisition dispute involving the sale of radio station assets in various U.S. markets. The disputed item related to whether certain unearned revenue should be included or excluded from the calculation of working capital as defined in the asset purchase agreement. Services included a determination letter with the arbitrator’s binding decision and rationale.
  • Retained as accountants in a dispute between an investment manager and an investor in hedge funds managed by the investment manager. The item in dispute related to the calculation of amounts under a revenue share agreement between the parties. Services included a report of the procedures performed and our findings as it relates to calculation of revenue during the relevant periods.

Professional qualifications and memberships

  • Certified Public Accountant (New York)
  • Chartered Financial Analyst
  • American Institute of Certified Public Accountants
  • New York State Society of Certified Public Accountants

Education

  • Northwestern University, Bachelor of Arts – Economics
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