What’s the Value of My Franchise?

The International Franchise Association estimates that there are currently more than 2,000 different brands operating over 700,000 franchised units in the United States. Based on the number of people who own franchises, it may seem like an easy route… Read More
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Why Cybersecurity is Critical to Your Deal’s Success

Conducting due diligence during the M&A process doesn’t just mean reviewing a target’s financial statements and operations. Not anymore, anyway. These days, in addition to performing financial, legal and operational due diligence, buyers need… Read More
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How the Tax Cut and Jobs Act (TCJA) Impacts Business Value

When valuing a private business interest, experts try to think like prospective investors. If you were buying a private business interest, would taxes affect how much you’d be willing to pay? Of course, investors consider a wide range of tax issues… Read More
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Categories: Valuation

A Strategic Undervaluation Can Come Back to Bite You

Reusing discounted financial projections prepared for transfer tax purposes can quickly backfire in a shareholder dispute. A recent opinion from the Delaware Court of Chancery, Fox v. CDX Holdings, Inc., shows the importance of allowing valuators to… Read More
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Categories: Blog, Valuation

Ready, Set, Sell - 4 Ways to Add Value Before Selling a Business

Investors want to buy a company that’s well positioned for future growth. Here are some strategies for making a business more attractive to potential buyers when selling a business. Obtain a professional valuation Many business owners overesti… Read More
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Purchase Price Agreements (PPAs) - You Don’t Have to Walk on Eggshells

The initial offer a business buyer makes to a seller is rarely set in stone. In most cases, the two parties must negotiate purchase-price adjustments (PPAs) — differences between the originally stated and the final price at closing. Why would a dea… Read More
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Categories: Sale Process, Valuation

Delaware Court Narrows Valuation Gap

Owen v. Cannon Appraisal issues took center stage in a dissenting shareholder case. In addition to addressing the concept of “tax affecting,” the Delaware Chancery Court also dealt with several other issues that resulted in a valuation discrepanc… Read More
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Categories: Valuation

BIG Time: Applying a Discount for the Tax Liability Related to Built-In Gains

Calculating the Discount for Imbedded Capital Gains on C Corporations In recent years, courts have increasingly allowed experts to apply a discount for the tax liability related to built-in gains (BIGs) when determining a C corporation’s value for… Read More
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Marketability: Questions to gauge it — or lack thereof

The discount for lack of marketability (DLOM) is often a contentious issue. Why? First, the DLOM can have a significant impact on the value of a business interest, reducing it by, say, 15%, 30% or more. Moreover, quantifying the appropriate discount… Read More
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Categories: Blog, Sale Process, Valuation

How Should I Handle an Unsolicited Offer for my Company?

Let’s ask a question: How many times have you received an unsolicited offer to buy your company in the mail, by email or a phone call? What did you do? The buy direct strategy of many and varied buyers puts an owner in an uncomfortable position, es… Read More
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