Into the Market-Based Valuation (Part I of II) This is a two-part article on how to incorporate country risk premium. The market-based approach to valuation is commonly used by market practitioners and is based on the relevant values and multiples from similar assets. One of the differentiators between assets is the country risk related to the operations, when the multiples are collected from various countries. This paper presents the proposed approach to incorporate country risk premium differentials into the multiples. It describes the possible ways of obtaining the country risk premium and the procedure of making the adjustment to the…
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(Part I of II) This is a two-part article that focuses on the situation where the target company is a private corporation, and the sellers are employee/shareholders. This discussion summarizes the taxation and valuation considerations related to a transaction where employee/shareholders are selling the private C corporation stock to a C corporation acquirer. Some of the taxation and valuation considerations also apply to the corporate acquirer’s purchase of the corporate subsidiary stock of a parent corporation seller. However, the principal focus of this discussion will be on valuation and taxation guidance related to the employee/shareholders’ sale of a closely held…
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The Consequences When there is a Mismatch Between the CEO’s Strategy and the Lifecycle the Company is Operating In On December 10, 2021, Aswath Damodaran published a blog titled Musing on Markets. In this blog he asked what makes for a “great CEO”? What happens when there is a mismatch between the lifecycle the company operates in and the strategy pursued by the CEO? He then answered these questions based (on his experience). He proposed that all companies have lifecycles. They begin as startups and then proceed to evolve from young growth, high growth, mature growth and decline; these phases…
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Part II of II This is the second of a two-part article (read Part I) related to the proposed (mostly) GAAP-based income tax in the (perhaps fatally wounded) Build Back Better Act. While the Build Back Better Act may be dead, the GAAP-based income tax is a polarizing concept that may be resurrected soon. The first part focused on why there is a push by some—and pushback by others—on such a tax. The second part imagines some changes that may occur in a world where big companies pay taxes based (mostly) on GAAP income. Here, the author envisions many items…
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Delicate Balancing (and a Backbone) Required Rarely does a week pass in white collar and investigation or SEC-regulatory outside counsel life that an auditor or government enforcement attorney does not request some form of interim or final read-out or update. These requests for information can encompass investigative process and factual findings, lists of search terms, interview outlines, or similar investigative materials. However, this information, if provided, presents a very real risk of privilege waiver. This article encourages pushback against the “nobody else ever fights us on this” contention often heard from government enforcers and outside auditors wanting to “better understand”…
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Part I of II This is the first of a two-part article related to the proposed (mostly) GAAP-based income tax in the (perhaps fatally wounded) Build Back Better Act. While the Build Back Better Act may be dead, the GAAP-based income tax is a polarizing concept that may be resurrected soon. The first part focuses on why there is a push by some—and pushback by others—on such a tax. The second part imagines some changes that may occur in a world where big companies pay taxes based (mostly) on GAAP income. This is the first of a two-part article related…
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How (Use of) the Unknown Will Kill You On November 17, 2021, Jim Hitchner presented “How to Attack and Defend the Databases Used by Valuation Analysts”. The presentation raised the following questions: Have you ever been cross-examined by an attorney who is more familiar than you with databases referenced in the valuation report? When was the last time, if ever, that you reviewed and studied the methodology and data of databases you are relying on in your analyses and reports? This webinar underscored that the professional standards requires analysts to know the strengths and weaknesses of transactional databases, those relied…
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What You Should Know About Them The world as we know it is rapidly changing and the COVID-19 crisis has accelerated the pace of that change. Some experts estimate the pandemic advanced the digital transformation timeline by seven years. These changes have opened many new opportunities for cybercriminals who have adeptly exploited these vulnerabilities. This article will summarize the trends that have created these opportunities as well as the ways in which cybersecurity experts are fighting back. The world as we know it is rapidly changing and the COVID-19 crisis has accelerated the pace of that change. Some experts estimate…
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Ask the Right Questions to Elicit the Information Needed for the Story Those that cross-examine and have been cross-examined understand that the questions are intended to elicit information or develop a story that fits their client’s version of events. There is a strategy and, in this article, the author shares how that is accomplished. So, what is the big deal about asking questions? You just say, “Why did you do that?” or “What is going on?” or “How is the project going?” Well, the “big deal” about questions, is to first understand the purpose. Are you trying to get the…
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Analysts Caveats and Reporting Guidelines (Part V of V) This fifth and final installment presents valuation analyst caveats and reporting best practices related to the intellectual property valuation. Intellectual Property Valuations: The Relief from Royalty Method (Part I of V) Intellectual Property Valuations: Elements of the Valuation Analysis (Part II of V) Intellectual Property Valuations: Application of the Relief from Royalty Method (Part III of V) Intellectual Property Valuations: Illustrative Example of the Relief from Royalty Method (Part IV of V) Introduction The first four installments of this five-part discussion summarized the conceptual support for—and the practical application of—the…
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A Fair Payout or a Disaster Waiting to Happen In 2020 alone, approximately 7,300 companies filed for Chapter 11 bankruptcy. Of those corporate debtors, 42 were found to have awarded pre-bankruptcy retention bonuses to a total of 223 executives, with the bonuses totaling approximately $165 million. These pre-bankruptcy bonuses were given to executives anywhere from five months to two days before the filing. Virtually none of the bonuses paid were approved by a court. Although these pre-bankruptcy bonuses seem like a minority among the 2020 Chapter 11 cases, they have been the topic of much recent discussion surrounding insolvent corporations.…
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Illustrative Example of the Relief from Royalty Method (Part IV of V) Previous installments of this five-part discussion summarized the development of the market approach and the relief from royalty (RFR) method of intellectual property valuation. This fourth installment presents an illustrative example of the practical application of the RFR method. [su_pullquote align=”right”] Intellectual Property Valuations: The Relief from Royalty Method (Part I of V) Intellectual Property Valuations: Elements of the Valuation Analysis (Part II of V) Intellectual Property Valuations: Application of the Relief from Royalty Method (Part III of V)[/su_pullquote] Introduction Previous installments of this five-part discussion summarized the…
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A Transition Planning Tool Kit This is an abridged article published by the author. The original article is longer and contains forms referenced but not included here. The author has prepared a tool kit to assist sole practitioners and smaller partnerships with a method of having their practice sold or continued in the event of an untimely death or disability. This tool kit has been prepared to assist sole practitioners and smaller partnerships with a method of having their practice sold or continued in the tragic situation of an untimely death or disability. The forms can be used and filled…
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Application of the Relief from Royalty Method (Part III of V) This is the third article of a five-part series on valuation of intellectual property describing the application of the RFR method. Intellectual Property Valuations: The Relief from Royalty Method (Part I of V) Intellectual Property Valuations: Elements of the Valuation Analysis (Part II of V) Introduction This five-part discussion focuses on the market approach and the relief from royalty (RFR) method of intellectual property valuation. Prior parts of this series summarized the many reasons to develop the intellectual property valuation and the research and due diligence procedures conducted as…
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Anecdotes from James R. Hitcher of Moments Spent with Dr. Shannon P. Pratt, a Pioneer in the Business Valuation Industry This discourse shares the author’s long, rewarding relationship with Dr. Shannon P. Pratt, an icon in business valuation (BV). He lived and breathed BV. Outside of his career, he had an intense love of life and liked to have fun. The author, James R. Hitchner, shares what he learned from Dr. Shannon P. Pratt, both in BV and life in general. The article contains some anecdotes of the many times he and Dr. Pratt spent together. This discourse shares my…
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Elements of the Valuation Analysis (Part II of V) This second article of the five-part series on Intellectual Property Valuations summarizes the typical elements of the intellectual property valuation analysis. This part of the discussion focuses on benchmarking and the use of research databases. [su_pullquote align=”right”]Resources:Intellectual Property Valuations: The Relief from Royalty Method (Part I of V)[/su_pullquote] Introduction This five-part series of discussions introduces the market approach and the relief from royalty (RFR) method of intellectual property valuation. Part one of this discussion introduced the typical types of intellectual property and the generally accepted intellectual property valuation approaches and methods.…
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Rather than reacting to developments on Monday, take action earlier to jumpstart the week. In this article, Rod Burkert shares five things he does to remain active and plan the week ahead. Our RV travels cause us to keep some pretty weird hours. But one thing I never alter is how I prep for the coming week. I’m a fussy to-do list maker. And a meticulous scheduling planner. These two habits intersect every Sunday morning over coffee and scones. I do five things to make sure I own my week and minimize operating in a Monday morning reactive zone. And…
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The Relief From Royalty Method (Part I of V) This is the first article of a five-part series that focuses on what valuation analysts and owner/operators need to know about one category of intangible property: intellectual property. There are generally accepted cost approach, market approach, and income approach methods that may be used to value intellectual property. This discussion focuses on the application of the market approach. This discussion focuses on one market approach valuation method: the RFR method. The RFR method is often applied to value an owner/operator’s intellectual property for transaction, taxation, financing, accounting, litigation, and many other…
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To Create a Visual Picture Every profession has its own unique vocabulary, and although everyone in the field understands the terms or abbreviations, the public most likely does not. An easy way to help people understand technical terms or a profession’s distinctive vocabulary is to create a “word picture” that links that unique word to some everyday idea or object. The author suggests that metaphors and similes are keys to enabling the client to make these connections. Every profession has its own unique vocabulary, and although everyone in the field understands the terms or abbreviations, the public most likely does…
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Preserving a Legacy In this article, Roger J. Grabowski, FASA, shares with readers a personal story regarding his friendship. The forthcoming 6th edition is a tribute to Dr. Pratt, a close friend and leader of the profession. [su_pullquote align=”right”]Tribute to Shannon Pratt[/su_pullquote] Introduction I am fortunate to have co-authored several books with Shannon. While I had gotten to know Shannon through conferences as well as through teaching valuation courses together, our collaboration began in August 2006 when Shannon asked me to co-author the Cost of Capital 3rd edition. I had edited portions of and contributed to the first two editions.…