Can I Use My 409A Valuation Report for a Gift or Estate Tax Filing?

The short answer is that you can use a 409A valuation report for a gift/estate tax filing, and you may get away with it if you’re not audited. You shouldn’t.

Stock Options & ASC 718: Consider Total Ramifications

The top six issues you need to address when issuing share-based compensation.

Xavier Love

Mr. Love specializes in business enterprise valuations, purchase price allocations (ASC 805 and IFRS 3), impairment analyses (ASC 350 and IAS 36), intellectual property valuations,…

Pay vs. Performance Disclosure Requirements

Unlock the complexities of the SEC’s Pay vs. Performance Disclosures to seamlessly navigate the regulatory landscape and set the stage for a confident proxy season.

Sean Poynton

Mr. Poynton specializes in business enterprise valuations, purchase price allocations (ASC 805), impairment analyses (ASC 350), intellectual property valuations, contingent consideration valuations, and the valuation…

Pay vs. Performance Disclosure Requirements: Expected term of option grants, simple or not?

Addressing the challenge of developing and supporting the expected term used in the Black-Sholes Option Pricing Model to determine fair value of grants to PEOs and NEOs.

SEC Requires Pay-Versus-Performance Fair Value Disclosures

Public company filer disclosures must provide added color on the full scope of executive compensation packages, changes in fair value of equity awards issued principal and named executive officers.

Charles Chen

Mr. Chen specializes in the valuation of stock compensation, options, derivatives, and complex securities. He has extensive experience performing Monte Carlo simulation to estimate the…

Akshay Arora

Mr. Arora specializes in the valuation of stock compensation, options, derivatives, and complex securities. Along with providing valuation services, Akshay Arora also has extensive experience…

Oleg Pesterev

Mr. Pesterev specializes in valuing complex securities including options, warrants, preferred stocks, convertible bonds, debt, contingent considerations, and commodity instruments for financial reporting and tax…

Dan Hwang

Mr. Hwang specializes in business enterprise valuations, securities valuations, and intangible-asset valuations. He also has significant experience working on solvency and fairness opinions. Prior to…

Huan Shu

Ms. Shu specializes in complex securities valuation for financial reporting and tax purposes. She has extensive valuation expertise in complex financial instruments, including 409A valuation,…

Presiyan Lazarov

Mr. Lazarov has over 15 years of experience in valuation advisory spanning from pre-revenue start-ups to late-stage, middle market companies for a variety of purposes…

Bryson Miller

Bryson Miller leads VRC’s Dallas office. He has provided numerous business, intangible asset, and equity valuations for a variety of purposes, including fair value measurements…

Shri Shetty

Ms. Shetty specializes in valuation of share-based compensation, options, derivatives, and complex securities. Prior to VRC, Ms. Shetty was an intern at Merrill Lynch where…

Tailor Tanner

Ms. Tanner specializes in valuations for business combinations (ASC 805) and impairment testing (ASC 350) across multiple industry sectors. She also has expertise valuing business…

Does My Early-Stage Company Need a Third-Party Valuation?

If your company is on a trajectory towards success, now is the time for a valuation consultation about the required analysis and support to take risk off the table.

Pablo Alfaro

Mr. Alfaro specializes in valuing complex securities including options, warrants, convertible bonds, and preferred and common stock in privately-held companies. He has extensive experience valuing…

Older & Wiser: The Evolution of 409A

As startups stay private for longer periods of time, their common stock valuation (409A) history is likely to be scrutinized if they pursue an IPO.

Dwight Grant

In his role as Senior Advisor to VRC, Mr. Grant advises VRC and clients on the valuations of financial instruments, derivatives, and complex securities related…

Lucy Lee

Ms. Lee specializes in business enterprise valuations, purchase price allocations, goodwill impairment testing, and securities valuations for financial and reporting and tax purposes. Ms. Lee…

Charles Costa

Mr. Costa specializes in valuations of businesses, pass-through entities, and intangible assets for financial reporting, tax purposes, Employee Stock Ownership Plans (ESOPs), and exit/succession planning.…

Sean Woodward

Mr. Woodward specializes in business enterprise valuations, purchase price allocations (ASC 805), impairment analyses (ASC 350), intellectual property valuations, contingent consideration valuations, and the valuation…

Financial Sponsor: Hedge Fund

A hedge fund client held convertible note in a company that restructured outstanding debt. As part of restructure, the note was exchanged for two separate Term Loans.

Kevin Hagemeier

Mr. Hagemeier has significant experience with public and private corporate needs including transactional consulting. He specializes in valuation engagements including intangible assets for business combinations,…

Energy

We were retained by an energy production company whose subsidiary acquired distressed energy assets from an energy & production company. In selecting a valuation methodology, we needed to consider the significant divergence in the enterprise value of the business versus the un-discounted value of the assets given the dramatic drop in commodity prices at the time.

Mercedes Falcon

Ms. Falcon has extensive experience in business valuation for financial and tax purposes, project management and corporate finance. Prior to joining Valuation Research, Ms. Falcon…

Michael Park

Michael Park is a part of the portfolio valuation group specializing in the valuation of illiquid securities, including privately-held equity securities, fixed income securities, various…

Technology

A PE-sponsored cloud based provider granted equity compensation incentives to executives. To comply with financial reporting requirements of Accounting Standards Codification 718 (ASC 718), the provider engaged VRC to determine the fair value of the issued units.

Consumer Products

A brand valuation that estimated the fair value of intangible assets acquired in a business combination was needed by a personal care product company for the sale of its branded and private label products.

Financial Sponsor: Private Equity

A technology company was purchased by large private equity investor. With the purchase price set, the new entity was capitalized with debt and three different types of equity securities.

Jason Storbeck

Jason Storbeck specializes in the valuation of business enterprises, intangible assets for purchase price allocations, goodwill impairment studies, and stock compensation expense for financial reporting…

Steven Schuetz

With over 30 years of experience in valuation, corporate finance and mergers and acquisitions, Steve Schuetz is a Senior Advisor to the firm. Mr. Schuetz…

Anthony Pumphrey

Mr. Pumphrey has over 15 years of experience in valuation engagements for public and private companies in support of business combinations (ASC 805), impairment testing…

Neal Piper

Mr. Piper specializes in business enterprise valuations, purchase price allocations, impairment analyses and intellectual property valuations for financial reporting and tax purposes. He also focuses…

Kevin Meyers

Mr. Meyers has nearly 30 years of financial and valuation advisory experience, which includes fairness and solvency opinions and valuation opinions for M&A, investment, litigation…

Francis Mainville

Mr. Mainville specializes in the valuation of complex securities such as options, warrants, preferred and common stock in privately-held companies, management incentive plans (including those…

Equity Compensation

Companies need valuations for various forms of equity-based compensation. Early-stage companies need a valuation health-check, pre-IPO

Best Practices for Valuing Contingent Consideration

VRC continues to see many transactions where contingent consideration has been present.

Equity Incentive Awards Based on Total Shareholder Return

Share-based payments have led to boardroom creativity around an equity incentive award’s design, prompting developments in valuation approaches.

IPO Readiness: Valuation Issues Related to Taking a Company Public

Valuation considerations must be managed carefully to minimize the time, effort and costs of the IPO filing process.

Techniques for Valuing Carried Interest

In receiving value only if a threshold is met, carried interests have an asymmetric payoff similar to a stock option.

Financial Sponsor: Hedge Fund

​A shareholder of a closely-held hedge fund was not receiving the appropriate level of compensation per agreement with the controlling interest shareholder.

Valuing Carry

IRS regulations and the past performance of the management team are among the considerations needed to value carried interest rights

Valuing Carried Interests

The asymmetric nature of carried interests requires the consideration of a range of scenarios.

Healthcare

Property taxes were levied on only real property portion of a hospital, key to analysis was separating the value of the business ops from that of real property.

Brands: Food & Beverage

A leading manufacturer of branded food products engaged VRC to estimate the fair value of certain intangible assets acquired in a business combination.

Consumer Products

​A large multinational consumer products company acquired a South American company operating in the same space. VRC was engaged to estimate the value of the PP&E and intangible assets for financial reporting purposes.

Major Tax Issues Impacting Private Equity Firms

Various forms of executive compensation have become popular, resulting in much scrutiny, particularly in how these forms of compensation are taxed.

Chemical

A leading international producer of nitrogen products acquires a nitrogen manufacturing company requiring a valuation for allocation of purchase price according to ASC 805.

Carried Interest Popular Form of Incentive Compensation

Since carried interest is tied to performance, it is an effective way for employers to recruit and retain employees.

Valuing a Minority Shareholder’s Common Stock Amid Capital Restructurings

Valuing investments in private companies requires a flexible approach.

Valuation Integral to Sec. 409A Requirements

The valuation of a development-stage company’s common stock is best estimated using the methods in the Practice Aid.

Professional Services

VRC was asked by the attorneys representing the seller to provide multiple common stock valuations on a retrospective basis that would withstand a Big 4 audit review under tight deal closing deadlines.

Practice Issues Pertaining to Sec. 409A

In the original Practice Aid, there was no mention of the back-solve approach. Since then the technique has come into widespread use.