Best Practices for Estimating DLOMs In this article, Shannon Pratt suggests that practitioners are not using effectively the DLOM databases and defending the DLOM. Dr. Pratt presents a methodology that he argues is more defensible and comprehensive.
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Fifth Circuit Reverses the U.S. Tax Court and Upholds the Fractional-Ownership Discount The Fifth Circuit reversed the U.S. Tax Court recognizing the fractional-ownership discount advanced by the Estate of Elkins and awarding the Elkins family a $14.4 million estate tax refund. Joseph Brophy explores the recent ruling.
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Method for dissenting shareholder appraisal actions The consideration of the subject company’s industry (the subject industry) when applying the Income Approach—Discounted Cash Flow Method—is an important issue for the valuation analyst, specifically as it relates to shareholder appraisal rights actions. The Delaware Chancery Court regularly provides guidance as to the proper consideration of the subject industry when applying the Discounted Cash Flow Method within a dissenting shareholder appraisal rights action. This discussion highlights several recent Delaware Chancery Court decisions, and it provides insights into the analyst’s role in properly addressing the subject industry when applying the Income Approach within a…
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Opinions are like viewpoints; everyone has one Opinions are often provided in connection with calculation values and a conclusion of value. SSVS No. 1 does not prohibit or explicitly endorse either. In this article, Jim Hitchner shares his views on whether the term “opinion”―offered in a litigation or non-litigation engagement—should be used as part of the engagement or offered in connection with a calculated value.
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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 the transactions.
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Approaches and Methods Used to Realize Income from Licensing IP Assets This article discusses valuation topics related to a subset of intangible assets which are most applicable to healthcare businesses. Business valuation professionals are often engaged to value specific intangible assets, either as part of a detailed business valuation or after a transaction has been completed. When valuing healthcare-oriented service businesses, it is common for a business’s intangible value to be far greater than the value of its fixed tangible assets. Intellectual property (IP) can be licensed and provide a source of income.
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Know your data! Understanding the data that is applied in an analysis is important. Data that relies on standard industrial classification (SIC) codes can be misleading for industries that have changed—or did not exist—in 1987. As business models and industries evolve, it pays, as Bob Bridges explains in this article, to do a closer analysis.
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Deviations for biased cash flows Cash flows vary, and traditional approaches need to take into consideration the downside or cessation probability; otherwise, the value of the entity is overstated. Setting the probabilities of “downside” and “cessation” risk drives the appraiser’s efforts in adjusting for biased cash flows. This article presents an approach that can be used to adjust the cash flow.
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Think like an investor, not an accountant! If fair market value is to determine investor expectations and equity risk; then why do these factors receive limited or no consideration when opining on the level of impairments (investor concessions) ubiquitously referred to ask discounts? This article addresses the business risks associated with asset-holding companies’ equity that should be considered and reported when preparing a valuation report.
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Breaking down invisible value Read Part 1 here. This overview is the second half of Robert Reilly’s series that examines the types of intellectual property analyses, different standards of value that may apply in valuation as well as the alternative types of intellectual property ownership interests and the alternative terms of intellectual property ownership interests. Finally, it offers a discussion regarding the factors that the business appraiser may consider in the specific identification of intellectual property.
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Intellectual Property Valuation Principles—Part 1 This article examines the types of intellectual property analyses, different standards of value that may apply in valuation as well as the alternative types of intellectual property ownership interests and the alternative terms of intellectual property ownership interests.
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A standard distinct from the fair market value standard The fair market value is distinct from the commercial reasonableness standard. The article highlights how these standards are applied in a healthcare transaction and why it is important to distinguish these standards.
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Compensation for PCPs is increasing The increasing supply shortage of primary care physicians (PCPs) will have a significant impact on physician compensation. In turn; this will have an equally powerful effect on the valuation of PCP practices.
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What discount rate should you use? Economic damages in litigation must be reduced to present day dollar values to avoid over-compensating the Plaintiff for harm caused by the defendant. This article explains present value theory in simple terms and addresses different methodologies used in reducing future economic damages to a present day dollar value.
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The Expert’s Role The article offers the comments of one expert on how the courts (judges) could improve the end process.
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Understanding the nature and risk of expected cash flow This discussion summarizes the interrelatedness of the weighted average cost of capital and the weighted average return on assets within the context of a purchase price allocation for financial reporting purposes. Failure to understand this fundamental relationship can lead to inaccurate estimates of value for the acquired assets and, therefore, inaccurate reported asset values and amortization expense on the financial statements of the acquirer. The WACC can be viewed as a weighted average of the required rates of return for the individual assets of the acquired company. The selected intangible asset…
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Proposed rule amendments for small businesses and additional exemptions under Section 3(b) of the Securities Act On December 18, 2013, the Securities and Exchange Commission released their long-awaited proposed rules on Regulation A+. The amendments to Regulation A were proposed pursuant to Title IV of the Jumpstart Our Business Startups Act of 2012. The proposed rules are intended to increase access to the capital markets for lower middle-market firms since Reg. A has been sparingly used; there were only 19 qualified Reg. A offerings between 2009 and 2012. While pre-revenue firms, start-ups and those in the early stages will not…
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New changes to the law could mean new client service opportunities The Securities and Exchange Commission (SEC) has issued a No Action Letter that allows unlicensed professionals to receive commissions for the sale of privately held securities in a sales transaction.
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(…and possibly their valuation consultant?) Rev. Proc. 2014-18 provides a simplified method for certain taxpayers to obtain an extension to elect portability under Code Sec. 2010(c)(5)(A). This method allows a widow or widower to apply a deceased spouses unused exclusion (DSUE) amount to the surviving spouse’s subsequent transfers during life or at death. In these situations, the ability to file and use the DSUE amount is a must.
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Maximizing value by minimizing risk Most private company owners are not aware of the impact of company-specific risk on the value of their businesses. When they are faced with a need to increase the value of their businesses in order to close a value gap, they typically only focus on growing sales, reducing costs, or making an acquisition. None of those strategies are the most effective initial way to increase value. Adopting measures to reduce company-specific risk is the best initial way to maximize value.