Fresenius is the First (General) MAC in Delaware History (Part I of II) What did Big Foot, the Loch Ness Monster, aliens at Area 51, and Material Adverse Changes (MACs) in Delaware used to have in common? They all allegedly existed but their existence was never proven. That recently changed with a Delaware Chancery Court judge’s 246-page decision in October 2018 that was affirmed by the Delaware Supreme Court in December 2018. Fresenius is the first time a buyer successfully terminated a deal due to a MAC clause in a Delaware court. This (and a follow-up) article summarizes the key…
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(OSB) The OSB technique is indispensable to establish veracity when hearing or reading questions and answers, such as deposition transcripts, expert report content and even daily conversation. You can (and should) use the OSB mnemonic in most of your public and private communications, including if you provide expert witness testimony. And, once you begin applying the technique you will find it indispensable in your forensic practice. The following describes its application. [su_pullquote align=”right”]Resources: Forensic Accounting Academy© Financial Statements—Written Confessions Thriving in Forensics—Practice Instruction for Forensic Operators© The Art & Science of Investigating People & Money©—Behavioral and Financial Forensics [/su_pullquote] Background…
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Liability Claims May Follow In this article, the Expert Witness Exchange (EWE) discusses expert witness liability exposure. [su_pullquote align=”right”]Resources: Expert Witness Bootcamp Experts Sabotaging Themselves in Court—The Judges Tell All Testimony at Trial: What the Trier of Fact Expects From the Expert Who Wants to be an Expert? Expert Preparation for the Expert Deposition [/su_pullquote] Expert witnesses provide a great service to our court system in the United States, as well as in many other countries around the world. They are often sought out by attorneys to offer their opinion in legal matters without having any personal stake in the…
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Introduction: The Fundamentals of Private Equity (Part I of III) Why is private equity becoming increasingly involved in the business of healthcare? How will their involvement affect the delivery of services? This first installment of a three-part series will describe the fundamentals of the private equity industry, in general, and set forth a common terminology that will be utilized throughout the series. The second and third installments will further discuss the trends in private equity utilization in the healthcare industry. A more detailed version of this article appears in The Value Examiner, January/February 2019 issue. The remaining issues will be…
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List from Scratch Last month, I wrote about the hazards of being a digital sharecropper and the benefits of reaching your leads, prospects, clients, and referral sources with your platform—like a newsletter or blog. But first you must have a list of people to send it to, and several of you asked how I got started. Let’s talk about that this month. [su_pullquote align=”right”]Resources: Using Social Media to Build Your Practice Practicing Solo Implementing Your Marketing Strategy Gaining an Advantage in a Changing Marketplace [/su_pullquote] Last month, I wrote about the hazards of being a digital sharecropper and the benefits…
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About the Business of Healthcare Araliya Valuation Consulting (AVC), based in Tampa, FL, surveyed over 1,000 physician business owners to find out their perspective on the current healthcare environment, in a business context. AVC team surveyed several medical specialists, including: dentists, ophthalmologists, psychiatrists and psychologists, family medicine practitioners, chiropractors, podiatrists, physical medicine and rehabilitation providers, pediatrics, orthopedic surgeons, and internal medicine providers, among other disciplines. This article summarizes the survey results. Araliya Valuation Consulting (AVC), based in Tampa, FL, surveyed over 1,000 physician business owners to find out their perspective on the current healthcare environment, in a business context. AVC…
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Step-by-Step With increasing competition in the accounting field, you want to ensure that clients and prospects can easily find your content through search engines like Google. You can do so by optimizing the copy (i.e., marketing text) on certain pages of your website. This article describes the process of web text optimization. With increasing competition in the accounting field, you want to ensure that clients and prospects can easily find your content through search engines like Google. You can do so by optimizing the copy (i.e., marketing text) on certain pages of your website. The process starts with identifying appropriate…
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Measuring the Relative Performance of Small Stock vs. Large Stock and the Cost of Equity Roger Ibbotson and James Harrington discuss two different ways of measuring the relative performance of small stocks versus large stocks in this article: (i) the “small stock premium” and (ii) the “beta-adjusted size premium”. Ibbotson and Harrington demonstrate why using a non-beta-adjusted size premium within the context of the capital asset pricing model (CAPM) to estimate cost of equity capital will likely “double count” beta risk, and therefore overstate risk and understate value. The authors also demonstrate that a non-beta-adjusted size premium used in conjunction…
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February 2019—U.S. Tax Court on Valuation of Conservation Easements and Expert Testimony The U.S. Tax Court issued two valuation decisions in late December 2018 that may be of interest to QuickRead readers. The opinion is 116 pages long and delves into what is a qualified real property easement that qualifies for a charitable deduction, and the 36-page memorandum provides guidance regarding how the court weighs expert witness testimony in this area of easements. On December 27, 2018, the U.S. Tax Court issued two lengthy decisions: an opinion and memorandum decision that focus on what is a qualified real estate easement…
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for State Income Tax Purposes How will the SALT limits impact growth? Demographic trends? In this article, the author looks at current data, considers these issues and other tax matters that complicate residency choices and options. A few years ago Fox News Channel’s commentator and nationally syndicated radio talk show host (both based in New York), Sean Hannity, threatened that he was going to leave New York, a high personal income tax state, for Florida and Texas, no personal income tax states…and that was when there was a full federal itemized deduction for state and local income taxes, state and…
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of Patent Litigation Damages In the last 18 months, we have seen numerous decisions which will likely have a dramatic impact on the landscape of patent litigation damages. Two of the most impactful decisions, Apple v. Samsung and WesternGeco v. Ion Geophysical, made their way to the United States Supreme Court. However, we will not see the true practical outcome of either of these hallmark decisions for many years. This article provides an overview of these two cases and discusses their potential impact on the landscape of patent litigation damages. In the last 18 months, we have seen numerous decisions…
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In an Era of Reform: Value Drivers (Part II of II) As stated in Part I of this II-part series, as the demand for healthcare services continues to grow, the site at which these services are performed is experiencing a simultaneous transformation from the inpatient (e.g., hospital) setting to the outpatient setting—e.g., at ambulatory surgery centers (ASCs). This article will review the unique value drivers that impact the typical valuation approaches, methods, and techniques that are often utilized in determining the value of ASCs in the current healthcare delivery system. Introduction As stated in Part 1 of this two-part series,…
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on Expert Witness Testimony Expert witness testimony has played a vital role in both criminal and civil trials in the United States. Testimony from expert witnesses constantly helps judges and jurors reach conclusions in controversial and complex cases. Therefore, the Daubert Standard is important to know and understand in general, and especially as an expert witness. The Daubert Standard helps courts determine whether an expert witness’ testimony during trial should be admitted into evidence. Expert witness testimony has played a vital role in both criminal and civil trials in the United States. Testimony from expert witnesses constantly helps judges and…
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In an Era of Reform (Part I of II) As demand for healthcare services continues to grow, the site at which these services are performed is experiencing a simultaneous transformation from the inpatient (e.g., hospital) setting to the outpatient setting. This transformation is being driven by factors such as: (1) technological advancements; (2) an increasingly consumer-driven and convenience-driven healthcare delivery environment; (3) pressure from payors; (4) patient demand; and (5) the entrance and diversification of new and different outpatient enterprises. One such example of a growing subset of outpatient enterprises includes ambulatory surgery centers (ASCs). ASCs can be affiliated with…
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Or, Why Aren’t You Hosting Your Own Content? (Part I of III) Many of us create content for, and market on, social media platforms—like LinkedIn, YouTube, Facebook, and Twitter. The questions are: Is this a dangerous practice? And if so, what should we be doing instead? Many of us create content for, and market on, social media platforms, like: LinkedIn, YouTube, Facebook, and Twitter. The questions are: Is this a dangerous practice? And if so, what should we be doing instead? What is Digital Sharecropping? Originally, the term “sharecropping” referred to a farming practice that became common after the Civil…
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on Corporate Income Taxes What corporate tax rate should valuation practitioners use going forward given the current environment? Despite corporate rates being “permanent”, is that so?! How should practitioners handle temporary differences? How do we decode a financial statement? In this article, the author shares his thoughts on how valuation professionals should approach a valuation engagement in this uncertain tax environment.
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In Nine Easy Steps You have probably heard how helpful it can be to write blogs, either for yourself or your valuation and accounting firm. If you have never written one, the challenge can seem daunting. But you probably will find it easier than you think—especially if you follow these steps. The article outlines the steps; these are based on a How-To Guide from Hinge University, their online learning platform.
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and an Expert Witness While there are hundreds of Daubert decisions issued every week, only a few go a long way in shaping the way experts are screened by judges in the future. And even fewer times, a multimillion-dollar verdict is hinged solely on the expert witness testimony! In this article, the author discusses the district and appellate court decision in Alaska Rent-A-Car v. Avis Budget Group.
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December 2018—U.S. Tax Court on Qualified Appraisals and Gill v. Gill, Minnesota’s Supreme Court Rules on the Status of Earn-Outs in Dissolution Cases The U.S. Tax Court issued two valuation memorandums in September and October 2018. Each memorandum serves as a reminder of the importance of attaching a qualified appraisal. The issue in Presley v. Commissioner, T.C. Memo. 2018-171 (October 15, 2018) was whether petitioners were entitled to charitable deductions claimed in 2010 relating to land improvements paid before 2010 that benefitted a religious charity. We cite pertinent portions of this decision since it involves tax planning and the importance of…
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of the Current Marijuana Business (Part II of II) In November of 2018 there are some 28 thousand marijuana/cannabis businesses in operation and employing about 150,000 people in the United States and they manage and control some nine billion dollars in essentially cash revenues. This industry continues to grow. In this second part, the author illustrates the importance of choice of entity, provides an overview of the taxation of a cannabis business, and provides readers a high-level breakdown of the patchwork of state laws.