Often
times an individual focuses on a cascading fountain
of numbers, ratios and financial jargon and is left
mystified by the valuation process. While every valuation
engagement is different, certain key considerations
are the building blocks for obtaining a business valuation
appropriate for the situation and often times these
considerations are separate from high level financial
analysis. These key considerations include:
-
Purpose of Valuation - The reasons
for a valuation are many and varied. These include
buying or selling a business, estate or tax planning,
divorce/marital dissolution, business disputes,
civil litigation and business value planning and
maximization.
- Standard
of Value - Depending on the purpose for
the valuation, different standards of value may
apply. The IRS utilizes Fair Market Value as the
standard for tax related transactions including
estate valuation and planning, goodwill impairment
and other IRS matters. Shareholder disputes and
marital dissolutions may have a prescribed standard
of value based on state or federal statute, such
as Fair Value. In determining the acquisition or
selling price of a business, Investment Value may
be utilized. The standard of value is typically
determined by the venue and purpose of the valuation.
- What
is to be Valued - While seemingly a simple
concept, this is often overlooked. Depending on
whether the valuation is for all of the stock of
a company, some percentage of the company - either
a controlling or noncontrolling interest, or for
the assets of the company - the determination of
value will be impacted by the nature and amount
of any discounts or premiums required. For instance,
a 51% controlling interest is typically worth more
than a 51% pro-rata share of the total value of
the company, while a 49% minority interest is typically
worth less than a 49% pro-rata share of the company
value as a whole.
- Valuation
Date - The value of any item is not a static
amount. As the price of gasoline varies on a daily
basis, the value of any asset or stock varies as
well. Thus, the valuator must determine the value
at a particular valuation date.
- Valuation
Approach - Each business or entity is different.
In valuing a company, the valuator must consider
many elements of the business including its capital
structure, assets, and operating history and determine
the most appropriate method(s) of valuation. Three
basic types of methods are used, based on Assets,
Income or Market Comparisons.
- Level
of Service - Differing levels of service
may be appropriate, depending on the purpose and
the intended usage of the valuation. For instance,
in IRS matters, ESOP reports, litigation engagements
or for less sophisticated users, a Formal Appraisal
Report may be appropriate or required. For less
formal purposes or for more sophisticated users,
a concise Indication of Value Letter may be appropriate.
For particularly narrow purposes, a Limited Scope
Engagement in which only agreed upon procedures
are performed may be applicable.
It
is wise to consider these key elements in any valuation
in order to obtain the proper valuation relevant for
your situation, in the form it is needed and at the
appropriate cost. Then you can start worrying about
that cascading fountain of financial information.
This
article is provided by Evergreen Capital LLC through
the efforts of Andrew Runge, former Director of Valuation
Services.
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