Is it more logical to think about future cash flow before changes in working capital? At that time, it was 3.3m in Q3, i.e., 13.2m / year, if the current pace continues.
With this calculation, there would be 23.1m in cash for the earnout and 5.5 would be paid in shares, meaning just under 3m would need to be financed with debt.
The market is likely pricing this such that even the current level is not final, but revenue will still decrease and thus cash flow as well.