Discounts for Lack of Marketability

Featuring Lance Hall, Ashok Abbott, and Espen Robak
Telephone Dial-In Audio Conference
Wednesday, April 26, 2006
10:00am-11:40am PST/11:00-12:40MT/12:00-1:40CST/1:00-2:40EST

Presented by Business Valuation Resources, LLC
Earn TWO INTERACTIVE CPE credits for participating in this conference

PRICE: $249.00 for a single dial-in connection. Use your conference room and the whole office can listen in. Two CPE credits are available for each additional listener sharing the same phone connection - only $49.00 per person.

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Why should you attend?
Increasingly, traditional methods of determining the Discount for Lack of Marketability are losing in Court. Use of the old reliable restricted stock study “averages” are failing. The en banc Estate of McCord decision struck down the use of Pre-IPO studies to determine discounts. And, the IRS is more aggressively challenging the ubiquitous Discount for Lack of Marketability. What is the valuator to do?

Professor Ashok Abbott, the leading academic researching the value of liquidity and Espen Robak, the co-developer of the widely used FMV Restricted Stock Study™, will present new ways of measuring the impact of illiquidity on equity value. With Lance Hall as Moderator, this session will cover:

  • Marketability v. Liquidity.
  • Moving beyond the “average” discount.
  • Is “holding period” a red herring?
  • What do exchange delistings tell us about the value of liquidity?
  • What does the bid/ask spread relative to underlying volume tell us about the value of liquidity?
  • Do options tell us anything about the value of liquidity?
  • Is Bajaj right?

This session is guaranteed to be lively, controversial and highly educational. No matter your level of expertise, you will learn something new, useful and insightful.

Learning Objectives:

  • Learn how the subtle differences between “marketability” and “liquidity” can enhance your discount support and help avoid mistakes
  • Learn what differences in bid/ask spreads relative to trading volume say about the value of liquidity
  • Learn how the pricing impact of exchange delistings can aid you in your discount for lack of marketability selection
  • Learn how large percentage blocks of restricted stock may have illiquidity more similar to that of privately held companies
  • Learn the proper way to use restricted stock studies in a comparative analytical framework to more accurately determine the discount for lack of marketability
  • Learn how to defend your discount in an IRS audit
  • Learn to avoid the “holding period” mistake

Program Outline:

  • The importance of understanding the difference between liquidity and marketability.
  • How the bid/ask spread relative to trading volume explains the value of liquidity.
  • How exchange delistings can aid in assessing the discount for lack of marketability.
  • Using restricted stock in a “comparative analysis” to determine discounts for lack of marketability (moving beyond the discount average).
  • The importance of volatility in assessing the discount for lack of marketability
  • The Two-Step DLOM Approach:
    • Small block comparative analysis (Restricted Stock Equivalent Discount), plus,
    • Large Block Increment, equals
    • The Private Company Discount
  • When is the “holding period” not an appropriate consideration?
  • Dr. Bajaj’s Hypothesis
  • The use of the Pre-IPO Studies
  • Mr. Mercer’s Quantitative Marketability Discount Model
  • The usefulness of option pricing models
  • The use of prior court case discounts
  • Defending your discount in an IRS Audit

Featured Panel:


Lance Hall, ASA, Moderator

Lance Hall, ASA, co-founded FMV Opinions, Inc. in 1991. Lance specializes in securities valuation and is a widely recognized expert in securities design, fractional interests in real estate, minority interest discounts, Rule 144 and other restricted securities. He has extensive experience with issues of solvency, fairness and employee stock ownership plans.

As the principal Managing Director at FMV, Lance manages the firm’s Irvine, California Office. He has performed or managed valuations for individuals and businesses, both private and public, covering a wide range of industries. Because of his expertise, Lance is frequently consulted by Federal agencies, such as the IRS. He has provided expert testimony in litigation regarding business valuation on numerous occasions including such landmark cases as Shackelford v. The United States of America, which was upheld in the Ninth Circuit Court of Appeals.

Lance is a prolific writer and recently published his latest article, titled “Can a Fairness Opinion Protect the Board Against Personal Liability?” in The Corporate Board’s January/February 2004 issue. His articles have frequently appeared in publications such as Estate Planning, Real Estate Taxation, Tax Notes/ Tax Analysts, TAXES: The Tax Magazine, Trusts & Estates, and many others. Lance is also on the Advisory Board for Valuation Strategies magazine.

A frequent speaker at venues throughout the United States, Lance has the opportunity to inform and educate business owners, professional advisors and other industry professionals on the latest developments in business valuation and court decisions regarding valuation issues. Lance has recently spoken to business valuation industry groups such as the National Association of Certified Valuation Analysts and the Institute of Business Appraisers and professional groups such as the Practising Law Institute, California Society of CPA’s, Estate Planning Councils, Estate Counselors Forum and the USC Law School. Lance has taught business valuation courses for the California CPA Foundation and continuing education classes for the California Bar Association.

Lance received his Masters in Business Administration from Brigham Young University and has a Bachelor of Business Administration degree in Finance from the University of North Texas. He is a member of the American Society of Appraisers.


Ashok Abbott, Ph.D., Speaker

Ashok B. Abbott is Associate professor of Finance at West Virginia University, Morgantown, West Virginia. He has also taught at the Graduate school of Credit and Financial Management held at Dartmouth and Stanford University.

Professor Abbott received his M.B.A. (Finance) at Virginia Polytechnic Institute and State University (VPI&SU), Blacksburg, VA, in 1984, followed by a Ph.D. in finance, also at VPI&SU, in 1987. His Ph.D. dissertation title was "The valuation effects of tax legislation in corporate sell-offs". Professor Abbott has over twenty years of experience in evaluation of businesses as a senior bank lender and as a business appraiser. He is a consultant to valuation firms in the areas of DLOL and DLOM. ( S&P, Duff and Phelps, Willamette) Small Business Administration
recognized Professor Abbott as the Small Business Advocate-Journalist for the year 2002.

He has received frequent recognition and awards for his teaching. Best Teacher Award College of Business 1993, Best Teacher Award Division of Economics and Finance 1995, and Lifetime Investment Award ( Best Teacher Award) given by Executive MBA graduating Class 1999. Professor Abbott has published extensively in scholarly research journals and made presentations at national and international conferences, some recent ones pertaining to BV discipline include:
Untangling the Web of Discounts: Marketability, Liquidity, and Control Issues in Valuation”, Valuation Strategies, August 2004; Strategic Flexibility and Firm Performance: The Case of US Based Transnational corporations, Global Journal of Flexible Systems Management, 2003 Vol4, Nos. 1&2, pp1-8 (lead article), with Kunal Banerji; Discount for lack of marketability: evidence from NASDAQ delistings; Business Valuation Review, December 2003; New Flexible Paradigms in Equity Valuation: Knowledge Based Enterprises; Global Journal of Flexible Systems Management- 2001 Vol 2. No.1; Role of liquidity in Asset Pricing",
proceedings of International Conference on Business and Finance, December 2004, Hyderabad, India; Untangling the Web of Discounts: Marketability, Liquidity, and Control Issues in Valuation,proceedings of Institute of Business Appraisers Meeting, Las Vegas, June 2004; and
Re-examining the Risk and Return effects of Joint Ventures, proceedings of Hawaii International Conference on Business” Honolulu, June 2004, with Tuncer Gocman

Espen Robak, CFA, Speaker

Espen Robak , CFA, is a Senior Vice President at FMV Opinions, Inc. and directs the firm's restricted stock and blockage discount practice. The author of “Determining Lack of Marketability Discounts” and The FMV Restricted Stock Study, Mr. Robak has been responsible for overseeing the firm's research on lack of marketability discounts for half a decade.

Mr. Robak also oversees FMV's Intangible Asset valuation practice. Since joining FMV in 1994, he has been responsible for the valuation of the intellectual properties and securities of both private and public companies in a wide array of industries, including numerous early-stage companies. Mr. Robak's intangible asset valuation experience encompasses the valuation of trademarks, patents, copyrights, covenants not-to-compete, and other assets for litigation, tax, or accounting purposes. His corporate valuation experience encompasses complex valuation assignments involving the allocation of value between several classes of common, preferred, and convertible preferred stock; and the valuation of derivative and hybrid securities. Mr. Robak has provided expert testimony and litigation consulting regarding valuation. In addition, he has published several articles and speaks regularly on valuation topics

Mr. Robak has a Masters in Business Administration and a Bachelor of Sciences degree from the University of Oregon. He also earned the Chartered Financial Analyst designation and is a candidate member of the American Society of Appraisers. Prior to joining FMV, Mr. Robak was an Account Representative for BankAmerica Corp. in Seattle, Washington, where his responsibilities included financial analysis of businesses for lending purposes.


CPE Credit Information:
Earn 2 Interactive CPE Credits (Consulting Services)
Business Valuation Resources, LLC is registered with the National Association of State Boards of Accountancy (NASBA) as a sponsor of continuing professional education on the National Registry of CPE Sponsors. State boards of accountancy have final authority on the acceptance of individual courses for CPE credit. Complaints regarding registered sponsors may be addressed to the National Registry of CPE Sponsors, 150 Fourth Avenue North, Suite 700, Nashville, TN 37219-2417. www.nasba.org NASBA Sponsor

Please note: To receive CPE credit, you must fill out the post conference survey. The survey link is e-mailed to participants along with the dial-in number and registration code, normally sent two or more days prior to the conference. CPE credit only registrants will be sent the survey link via e-mail.

Satisfaction Guaranteed:
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