Indiana Supreme Court Issues Key Ruling on Discounts in Compelled Buybacks
Last year, in a compelled buyout, the Court of Appeals sided with the departing minority shareholder when it found discounts did not apply in a closed-market sale. In a freshly minted decision, the Indiana Supreme Court reversed the Court of Appeals, finding there was no blanket rule disallowing discounts in a compelled buyback. This is especially true where the parties exercised a shareholder agreement whose terms suggested the use of fair market value.
Tax Court allows for ‘slight’ discount for lack of control for majority interests in real estate holding companies
In a gift and estate tax dispute, the estate and Internal Revenue Service agreed to apply discounts for lack of control and marketability to the majority interests in a number of real estate holding companies.
Tax Court Allows for ‘Slight’ Discount for Lack of Control for Majority Interests in Real Estate Holding Companies
In a gift and estate tax dispute, the estate and Internal Revenue Service agreed to apply discounts for lack of control and marketability to the majority interests in a number of real estate holding companies. The U.S. Tax Court noted that, in prior decisions, the court found no discount for lack of control applied. However, given the parties’ agreement, here, the court said it would apply a “slight” or “low” discount.
Estate of Warne v. Commissioner
In a gift and estate tax dispute, the estate and Internal Revenue Service agreed to apply discounts for lack of control and marketability to the majority interests in a number of real estate holding companies. The U.S. Tax Court noted that, in prior decisions, the court found no discount for lack of control applied. However, given the parties’ agreement, here, the court said it would apply a “slight” or “low” discount.
Conceptual Overview of the Integrated Theory
The integrated theory of business valuation provides a conceptual framework for disciplined analysis of valuation questions. Too often, valuation analysts are tempted to view individual components of a valuation assignment on a piecemeal basis. Adhering to the integrated theory helps valuation analysts develop base valuation conclusions, discounts, and premiums that are rooted in a shared perspective of the subject company and the subject ownership interest. This first webinar in the three-part series sets the stage ...
NICE DLOM method gets a nice boost
The nonmarketable investment company evaluation (NICE) method for estimating a discount for lack of marketability (DLOM) first appeared in 2006 and is included in leading valuation books.
Today! ‘Integrated Theory’ authors kick off webinar series
A very special BVR webinar series begins today with the authors of Business Valuation: An Integrated Theory, Z. Christopher Mercer and Travis W. Harms (both with Mercer Capital).
Indiana Supreme Court issues key ruling on discounts in compelled buybacks
Last year, in a compelled buyout, the Court of Appeals sided with the departing minority shareholder when it found discounts did not apply in a closed-market sale.
Indiana Supreme Court Rejects Blanket Rule Against Discounts in Compulsory, Closed-Market Share Buyback
High court says there is no blanket rule against the use of discounts in a compulsory, closed-market buyback; parties’ freedom to contract right allowed for discounts under shareholder agreement that mandated buyback of plaintiff’s minority interest by company under fair market value standard.
Hartman v. BigInch Fabricators & Construction Holding Co., Inc. (Hartman II)
High court says there is no blanket rule against the use of discounts in a compulsory, closed-market buyback; parties’ freedom to contract right allowed for discounts under shareholder agreement that mandated buyback of plaintiff’s minority interest by company under fair market value standard.
NICE Value! How to Deploy the Non-Marketable Investment Company Evaluation Method
When it comes to valuing minority interests in family investment entities such as family limited partnerships, business valuation professionals have not often used the income approach. However, in three recent Tax Court cases, the income approach was prominently featured, and, in one case, it was clearly the deciding factor in the court’s decision. Join William Frazier to learn about the nonmarketable investment company evaluation (NICE) method. Learn its origins, what it doesn’t replace, and how ...
BVU News and Trends December 2020
A monthly roundup of key developments of interest to business valuation experts.
Gerring Props. v. Gerring
In this shareholder oppression suit appeal, the Minnesota appellate court upheld the prejudicial conduct to an oppressed shareholder and affirmed the disallowance of a marketability discount. Further, the appellate court affirmed the trial court’s order for dissolution when the appellants failed to exercise the option to pay court-ordered stock-buyout amounts.
Minnesota Appellate Court Upholds Prejudicial Conduct to Oppressed Shareholder and Affirms Disallowance of Marketability Discount
In this shareholder oppression suit appeal, the Minnesota appellate court upheld the prejudicial conduct to an oppressed shareholder and affirmed the disallowance of a marketability discount. Further, the appellate court affirmed the trial court’s order for dissolution when the appellants failed to exercise the option to pay court-ordered stock-buyout amounts.
In tax refund case, expert identifies only viable method to value stock in ‘severely distressed’ private company
The taxpayer sued the federal government for a refund, arguing she had overpaid income taxes on stock she had received as part of settling a lawsuit against her former employer.
Estimating a COVID-19 Marketability Discount for Small Businesses
A framework of thinking for developing a marketability discount for a majority interest on a small business in the wake of the pandemic.
Family Matters: Standard of Value, DLOM/DLOC Discounts and Drama in BV
A buried body, sex surrogates, and family-owned business create a dramatic background for a recent court case impacting valuation. With complex minority discounts, this case kicks off a compelling discussion of key issues in family law. Experts Stacey Udell, Neil Beaton, and Ron Seigneur tackle these thorny issues with clarity and comedy. Get treated to the tricks and tips you’ll want when your next family-owned business engagement rings your doorbell.
Lucero v. United States
In tax case, court approves refund, finding value of unlisted stock in distressed closely held company that taxpayer received as part of a settlement was less than stated in settlement agreement; taxpayer’s expert showed market value approach was only suitable method to calculate fair market value.
Court Adopts Taxpayer Expert’s Method to Value Unlisted Stock of ‘Severely Distressed’ Company
In tax case, court approves refund, finding value of unlisted stock in distressed closely held company that taxpayer received as part of a settlement was less than stated in settlement agreement; taxpayer’s expert showed market value approach was only suitable method to calculate fair market value.
Mercer and Harms release new edition of their Integrated Theory book
BVR is pleased to announce that the new third edition of Business Valuation: An Integrated Theory is now available in its bookstore.
Key Tennessee appeals court ruling finds tax affecting ‘relevant’ to fair value buyout
In a Tennessee buyout dispute involving a limited liability corporation organized as an S corporation, the parties disagreed over whether it was appropriate to tax affect in calculating the fair value of the terminated member’s interest.
Control Discounts and Premiums - What is Old and What is New
Where do they come from? Do they even exist? Should I fear using them? No, this October event doesn’t delve into the supernatural but rather attempts to demystify the methods and resources available to quantify control discounts and/or premiums. Join Jim Ewart and Jim Alerding to learn what is new, what is old, and what matters. Learn the sources, context, and usefulness of control premiums and discounts, and the best practices for determining what they ...
Analyst develops a COVID-19 marketability discount
Valuation analysts have several ways to reflect the extra risk of COVID-19 on businesses, such as adjusting the cash forecast and tweaking the company-specific risk premium (CSRP).
BVU News and Trends September 2020
A monthly roundup of key developments of interest to business valuation experts.
Latest Study Available for the Empirical Method for Determining DLOM
The 2020 Discount for Lack of Marketability (DLOM) Study, recently released by Partnership Profiles, offers objective rate of return measures to implement the Johnson/Park empirical method. This method uses three approaches to measure the increase in return required to compensate investors for the lack of marketability of a subject interest.