VALUATIONS

What’s your business really worth?

Complete Advisors Performs Valuations to Help Improve Your Financial Life & Legacy 

FROM SIMPLE TO COMPLEX BUSINESS ENTITIES & INSTRUMENTS, LET’S DISCUSS WHAT WE CAN DO FOR YOU.

Our valuation services are performed by professionals with specialized expertise who dedicate their time and talent to valuations. That focus, plus ongoing involvement in industry and professional associations, assures we can offer the most accurate information to make the right decisions.

All relevant approaches, such as assets, income, and market are considered when a valuation is conducted. We follow a comprehensive due diligence process which includes conducting onsite interviews, performing industry and competitor research, and examining company specific and other relevant factors.

Consider these important questions when valuing your business

  • Is the purpose of the valuation clear (gift tax planning, buy / sell agreement, etc.)?
  • Were all approaches used or was the lack of use justified (market, income, asset)?
  • Were the projected earnings or cash flow consistent?
  • Were market multiples adjusted?
  • Were the discounts for lack of marketability and lack of control supported?
  • Does the report pass the “sanity check”?
  • Is the analyst independent?
  • Is the analyst qualified (CVA, CFA)?

Common questions and answers about business valuation

Why should I have my business valued?

There are many reasons to have a business professionally valued including:

  • Estate and gift tax planning
  • Succession planning
  • Sales, mergers & acquisitions
  • Buy / Sell agreements
  • Shareholder and Partnership disputes
  • Marital dissolution (divorce)
  • Insurance purposes
  • Financing purposes
  • Establishing an ESOP

In many cases, a valuation is required for legal or tax purposes, such as when filing a gift tax return associated with the transfer of a business for estate planning.

Other times, a valuation is not legally required but can be very useful to help inform decision making and establish a short- and long-term strategy for a business.

And, if an owner is planning to sell a business for retirement, obtaining a valuation (well in advance of exit) can serve as an initial “benchmark” — followed with a strategy and plan to enhance the value of the company before the sale.

 

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What makes Complete Advisors different from other valuation providers?
As a mid-sized valuation firm, we tend to provide more “customization” and “hand-holding” relative to established valuation companies.

Our head of valuation, Nainesh Shah, CFA, CVA, was a portfolio manager on Wall Street for 25 years and has valued hundreds of large, complex businesses. Nainesh’s skillset, and that of his staff, position Complete Advisors to prepare valuations for traditional, closely-held businesses as well as more complex assets including SPAC interest, earnout agreements, and intellectual property.

Head of wealth management, Evan Levine, has 30 years of business and financial services experience assisting the team in providing critical valuation and direction in “valuation enhancement.”

What information will I need to provide you to obtain my valuation?
A valuation engagement starts with the purpose. There are many reasons why a valuation may be undertaken including gift tax filing, a divorce, succession planning, or sale of asset. Subsequently, the valuation premise and standard of value must be defined, and the client must clarify valuation date prior to beginning. Once established, we will request corporate structure documents and recent financial data.

Valuation purpose also helps us define a list of additional information we’ll need to get started. As the project gets underway, additional documents might be required. Once the valuation engagement is initiated, interviews with management and critical decision-makers is necessary. This interaction helps us come to a better understanding and the proper valuation for the business.

What is a SPAC valuation?

SPAC or a Special Purpose Acquisition Company raises money through an initial public offering to buy another company. At the time of their IOPs, SPACs have no existing business operations or even stated targets for acquisition. Investors in SPACs can range from well-known private equity funds to the general public.

Private companies usually sponsor SPACs. This private company has to value its ownership of SPACs for gift and estate tax planning. The private market valuation of SPAC is different from the public market value because of the complication of a SPAC structure.

The sponsors have SPAC stocks and warrants; this ownership is restricted and cannot be sold easily in the market. SPAC ownership valuation can become quite complicated as the future expectations need to be calculated based on the other industry transactions. There are two valuation models, one for stock ownership and the other for warrant ownership. Both are components of the security ownership, a type of valuation method.

What is an earnout valuation?

Earnouts, also known as contingent consideration, are contractual provisions stipulating that the seller of a firm would receive future pay on the condition the company meets certain financial targets. The earnout minimizes uncertainty for the purchaser, since they only pay a fraction of the purchase price up front, with the balance dependent on future performance.

If the earnout is substantial, it must be appraised for purposes of gift and estate tax. Earnout value is distinct from the valuation of the underlying company. The value of the earnout is driven by the complexities of an earnout arrangement and the risk associated with earnouts.

What is valuation enhancement?
A business owner should compute the value of their business as an overall financial plan. Once the value is measured, there are ways to improve that value. With enough time and action, a significant increase in value is possible. Valuation enhancement touches on many aspects of the business, including strategy, marketing and sales, operations, human resources, legal, etc. Applying techniques to improve valuation is an excellent way to enhance business owners’ retirement.

critical factors to consider in business valuation

in order of importance

 

 Nature and history of the company

  • How risky or stable is it?
  • How strong is its management?
  • How diverse are its operations?
  • Is it growing or shrinking?
  • What significant events have shaped its past or could shape its future?

The economic outlook in general and for a specific industry

  • What’s happening in the general economy?
  • What’s happening in the specific industry?

Book value

  • To what extent is book value misleading?
  • Are asset components adjusted properly to bring it to fair market value?

Earnings capacity

  • What is the business’ future income potential?
  • How are salaries, travel and entertainment expenses, non-recurring items, and potential legal or tax liabilities adjusted?
  • Are there shareholder loans that are disguised dividends because they are equity rather than debt?

Dividend-paying capacity

  • What do cash flow projections show?

Goodwill

  • What level of earnings over normal expected return can be reasonably projected?

Sale of stock

  • Have there been recent sales? If so, at what price?
  • Under what conditions and to whom was the stock sold?
  • Have there been events since the sale that signficantly affect the value of the business?

 

 

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