In Financial Projections (Part I of II) This is a two-part article that considers the review and assessment of prospective financial information. Specifically, this discussion describes the behavioral bias that may influence financial projections. This discussion should inform any party involved in compiling or assessing financial projections. This discussion is particularly relevant for fiduciaries who may ...

Analyze early and avoid earnings surprises The purchase price allocation (PPA) process is often treated as an afterthought in mergers and acquisitions (M&A). Thinking about PPA can help guide a deal to a more predictable conclusion. In the most rewarding deals, a prompt PPA process helps acquirers analyze, from a financial reporting point of view, the primary drivers or intangible values associated with ...

Held at the Hilton Hotel in Washington, DC, the Annual Consultants’ Conference Will Feature 57 Sessions Covering the Highest-Demand Specialty Areas in Financial Consulting  The National Association of Certified Valuators and Analysts (NACVA) and the Consultants’ Training Institute (CTI) will collaborate to host the 2013 Annual Consultants’ Conference, June 5–8, 2013, in Washington, DC.  Themed “Innovate. Co ...

Both Buyers and Sellers Should Follow a Careful Process to Realize a Successful Transaction. Here are Some Tips A successful business sale will ideally leave both the buyer and seller feeling the transaction was a success. Charles Andrews recaps questions that he asks sellers before accepting an engagement as a transaction advisor and lists ten steps defining a business sale process most likely to satisfy b ...

Buyers and Sellers Need to Negotiate Delivery Targets for Working Capital and Agree on a Fair Market Value for Fixed Assets. Valuation principles generally hold that the value of a business is largely a function of return on invested capital and growth, writes Ron Stacey, since these are the primary drivers of free cash flow. But how does this cash flow relate to the asset and liability values on the balanc ...

MidasFund Will Not Acquire Distressed Companies; However, it Will Buy Stable Divisions of Bankrupt Companies.  Here's Why.   "Last week’s announcement that MidasFund had started acquiring zombie companies caused a flurry of emails," writes Rob Slee on the MidasMoments blog of the MidasNation site.  "Many of you asked about the differences between acquiring distressed, zombie and healthy companies. Let’s dig ...

Deal Activity Will Likely See a Surge in 2013 if a Meaningful Deficit-Reduction Compromise Can Be Reached  Wallace Witkowski at Marketwatch reported in mid-December that deal activity will likely see a surge in 2013 if a meaningful deficit-reduction compromise can be reached.  Otherwise the market will remain stunted as it was in the past year.   Democrats and Republicans didn't come to a full agreement by ...

The “Market” is Not Always Right When it Comes to Value, Especially in M&A Transactions The mergers and acquisitions market began a slow recovery this last year after a sharp downturn in 2009. Was the slowdown caused by banks reducing lending activity, cash hoarding by businesses, economic uncertainty, or the simple failure of buyers and seller to agree upon price? Michael Blake takes a look at how valu ...

Document Incentive, Retention, and Non-Compete Agreements; Build a Broad Management Team Business owners need to be careful about vague assurances to “take care of” key employees before an acquisition. Brett Stacey offers tips on how best to manage a transition in a responsible manner that’s likely to address hurt feelings, protect employee morale, and minimize law suits. ...

To Close Deals, Find the Best Buyer, and Clearly Demonstrate Value Company owners planning to sell need to convince buyers that the premium they’re asking for is legitimate, necessary, and justified. Ron Stacey offers tips on how to validate value to potential buyers. ...

Six Critical Questions to Ask Would-be Buyers When prospective buyers call, it’s critical owners use the opportunity to capture valuable information about the market, who active buyers are, and what’s driving the value of their company. MidCap Advisors suggests six critical questions to discern what profit levels and growth rates a buyer is looking for and, most importantly, how a buyer approaches valuing c ...

Ron Stacey considers Return on Invested Capital (ROIC) and growth using EBITDA as a proxy for cash flow. ROIC, Stacey writes, is a critical value driver that’s probably the single most important factor for a given cost of capital.  But calculation is never simple: “People always want a formula, but it doesn’t work that way,” Warren Buffet once noted. “You have to estimate total cash generated from now to et ...

Terri Eyden at AccountingWeb analyzes new research from the American Accounting Association and finds that M&A restatements are common.  Excerpt: ...

Competitive Intelligence is Key to Smart Acquisitions Part of growth is acquisition.  To do smart acquisitions, you need insight into a business owner’s thoughts—specifically, her concerns vis-à-vis selling the businesses. These are not questions with simple yes or no answers; it’s more critical to figure out what an owner thought was missing in previous acquisition overtures. What, aside from price, will i ...

Private Equity Manager reports that with regulators looking over their shoulders, some GPs are playing it safe by hiring third-party valuation advisors to check their numbers. However not all third-party opinions are equal, warns Cindy Ma, managing director at advisory-focused investment bank Houlihan Lokey.  PE Manager's Nicholas Donato talked with her recently.  Here are excerpts:  There was a feeling of ...