Business Sales M&A
APRIL 26, 2021
In our last two blog posts, we outlined business transaction options available to owners depending upon where they are on our Seller Readiness Matrix. Some of these options have a higher value than others. If maximizing value is the most important issue to a seller, then they should review our Typical Transaction Types & Terms chart as well. What one sees is that value changes depending upon the.
Value Scope
APRIL 16, 2021
Transcending Value – Intrinsic and Fair Value Blog 1 of 4: This is the first in a series of blogs that attempts to explain and distinguish between various valuation concepts, such as price, fair market value, fair value, liquidation value, intrinsic value, financial value versus strategic value, monetary versus economic value, emotional and psychic value, among others.
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ThomsonReuters
APRIL 23, 2021
In 2020, tax and accounting professionals found themselves amid a major disruption in their daily firm life. Now, after navigating through turmoil and confusion, we find ourselves still adjusting to becoming a fully functional remote CPA. As we move forward through the COVID-19 pandemic, will the virtual CPA be here to stay? In this next chapter of Small Talk with Heather Walker , Paul Miller, Founder and Owner of Business by Design , and I discuss the pivot to digital work life for tax and acco
Cooley M&A
APRIL 27, 2021
Cooley, DFIN, PwC, Nasdaq and The Blueshirt Group took part in a two-part webinar series Behind the Scenes of the 2021 IPO & SPAC Boom on May 4 & 11, 2021. They discussed the latest insights from leaders who have successfully completed recent IPOs or SPAC mergers and the current capital raising environment, market trends and the level of preparation necessary for going public and acting as a public company.
Speaker: Susan Spencer, Principal of Spencer Communications
Intent signal data can go a long way toward shortening sales cycles and closing more deals. The challenge is deciding which is the best type of intent data to help your company meet its sales and marketing goals. In this webinar, Susan Spencer, fractional CMO and principal of Spencer Communications, will unpack the differences between contact-level and company-level intent signals.
Quantive
APRIL 23, 2021
Quantive is pleased to announce that it acted as exclusive financial advisor to Tellenger, Inc. on its sale to Information Analysis Incorporated (OTCQB: IAIC). Tellenger is a leading provider of cybersecurity, cloud, and data analytics services to various government customers. “The innovations from the talented team at Tellenger, Inc. will further accelerate our suite of […].
Appraisal Rights
APRIL 7, 2021
In this new post , major asset manager Alger spotlights the growing cannabis sector and underscores investors’ opportunities alongside increased public support and favorable legislative changes. For more on factors affecting cannabis business valuation, including regulatory changes and legalization pushes, see our topic area.
Business Valuation Zone brings together the best content for business valuation professionals from the widest variety of industry thought leaders.
Value Scope
APRIL 16, 2021
Transcending Value – Intrinsic and Fair Value. Blog 1 of 4: . This is the first in a series of blogs that attempts to explain and distinguish between various valuation concepts, such as price, fair market value, fair value, liquidation value, intrinsic value, financial value versus strategic value, monetary versus economic value, emotional and psychic value, among others.
ThomsonReuters
APRIL 22, 2021
Meyer v. United Healthcare, 2021 WL 930258 (9th Cir. 2021). Available at [link]. A health plan participant brought state-law claims against the plan’s insurer, alleging the insurer engaged in deceptive practices, breached its contract, and committed fraud in handling his claim. After a federal trial court dismissed the case based on ERISA’s preemption of state-law claims, the participant appealed.
Cooley M&A
APRIL 16, 2021
The M&A ecosystem has continued to grow, evolve, and morph through the pandemic, economic cycles and the rise and fall of various industries. Building on buyside and sellside M&A conferences last year, this 201-level virtual conference focused on studying the most notable, recent M&A deals from the point of view of their respective GCs and CFOs.
Quantive
APRIL 9, 2021
Note: We originally published this article in late 2019. At the time, our thinking had been, “this has been one heck of a ride… but sooner or later, the wheels are going to come off this hot deal market and the economy!” Well… it turns out we were partially correct. Of course, we didn’t see […].
Speaker: Wayne Spivak - President and Chief Financial Officer of SBA * Consulting LTD, Industry Writer, and Public Speaker
The old adages that "cash is king" and "you can’t spend profits" still hold true today. But however well-known these sayings might be, it requires a change in mindset to properly implement a cash flow management system that predicts your business's runaway as accurately as possible. Key to this new mindset is understanding the difference between the Statement of Cash Flows, a historical look at the source and uses of cash, and the Cash Flow Statement, which uses transaction history and forward-l
Appraisal Rights
APRIL 6, 2021
A recent article from Law 360 [$$$] broke down the important considerations from the 2020 appraisal decisions of the Delaware Supreme Court and Delaware Court of Chancery. One of the takeaways from authors Lewis Lazarus and Bryan Townsend of Morris James LLP was statutory appraisal remains “an active area of litigation in Delaware,” notwithstanding legislation in 2016 designed to reduce appraisal arbitrage and judicial decisions that have relied on market based evidence. .
Merrimack Business Appraisers
APRIL 4, 2021
Welcome to the first edition of When Values Matter. We hope you will find this blog informative and educational as we explore various topics related to business valuation for small and mid-sized private companies, including closely-held family businesses. With today’s hectic business pace, many professionals may not fully realize that all valuations are not alike. […].
Value Scope
APRIL 9, 2021
Click to Download: Transcending Fair Market Value Transcending Fair Market Value “Beauty is in the eyes of the beholder.” Margaret Wolfe Hungerford (née Hamilton), who authored many books, often under the pseudonym of ‘The Duchess’ When I think about value, I (like most in my profession) think first about fair market value (“FMV”). The classic definition of fair market value is: The price at which the property would change hands between a willing buyer and a willing seller when the
ThomsonReuters
APRIL 9, 2021
ARPA established a 100% COBRA premium subsidy for continuing health coverage between April 1, 2021 through September 30, 2021. You may already be familiar with the term COBRA premium subsidy. A similar program was created during the Great Recession from 2007 to 2009 when the unemployment rate soared to over 9%. The American Recovery and Reinvestment Act of 2009 (ARRA) allowed workers who involuntarily terminated to be eligible for health coverage for up to 15 months at a reduced rate through a C
Speaker: Joe Apfelbaum, CEO of Ajax Union
In this webinar, Joe Apfelbaum, CEO of Ajax Union and business strategist, will take you through the ABCs of intent data. You'll learn how to effectively use it to drive business results, with practical tips on how to leverage both company and contact intent data to maximize your marketing efforts. Whether you're a seasoned marketer or just getting started, this webinar is a must-attend for anyone looking to stay ahead in the ever-evolving world of digital marketing.
Deal Law Wire
APRIL 30, 2021
While controversial, mini-tenders are permitted in the Canadian markets. This blog provides a brief overview of mini-tenders and summarizes two recent examples, which demonstrate the considerations surrounding whether or not a mini-tender will succeed. What is a mini-tender? A mini-tender is an unsolicited and widely disseminated offer to purchase less than 20% of the outstanding voting or equity shares of a public company.
Quantive
APRIL 1, 2021
We get it, it’s daunting. Especially if it’s your first time getting a business valuation. With a quick search on Google, you can probably figure out how to get one. However, the even bigger question Google fails to answer is – What does the process look like? Quantive answers this question by running a tight valuation process to ensure a high-quality result.
Appraisal Rights
APRIL 9, 2021
The Governor of Delaware has nominated Vice Chancellor Kathaleen McCormick to the post of Chancellor (the ‘chief judge’ of the Delaware Chancery Court). The nomination is to replace r etiring Chancellor Andre Bouchard. Steve Hecht of Rolnick Kramer Sadighi LLP said of the nomination “VC McCormick has been a welcome addition to the bench since her appointment in 2018.
The Mentor Group
APRIL 1, 2021
The intellectual property called Right of Publicity (RP), is also known as “Name and Likeness” “Persona,” and “Personality Rights.” Any and all of these terms encompass the right of an individual to control the commercial use of his name, image, likeness, or any aspect of one’s identity. Usually considered a property right, it can survive one’s death, depending upon the jurisdiction.
Value Scope
APRIL 9, 2021
Click to Download: Transcending Fair Market Value. Transcending Fair Market Value. “Beauty is in the eyes of the beholder.”. Margaret Wolfe Hungerford (née Hamilton), who authored many books, often under the pseudonym of ‘The Duchess’ When I think about value, I (like most in my profession) think first about fair market value (“FMV”). The classic definition of fair market value is: The price at which the property would change hands between a willing buyer and a willing seller when
ThomsonReuters
APRIL 23, 2021
Whether you’re looking to branch out and start your own firm, or you’re a current small firm owner, the idea of continuing to evolve and design your tax and accounting firm is a constant in your mind. In this next chapter of Small Talk with Heather Walker , I am once again joined by Paul Miller, Founder and Owner of Business by Design. Together, we discuss how Paul embraced a growth mindset in creating his own business, and how you can bring advisory processes into the foundation of your firm.
Deal Law Wire
APRIL 19, 2021
After a nine-year low in 2020, M&A activity in Canada made a strong rebound in the first quarter of 2021. As reported by BNN Bloomberg , in the first three months of 2021, Canadian companies were involved in 1,168 deals that together totalled US $115 billion in value, dwarfing the US $44.3 billion in deal value during the same period in 2020. The Financial Post reports that a similar phenomenon is occurring globally, with the number of deals up 6% and the total value of pending and completed
Musings on Markets
APRIL 20, 2021
The Biden Administration's $ 2 trillion infrastructure plan, announced with fanfare a few weeks ago, has opened up a debate about not only what comprises infrastructure, but also about how to pay for it. Not surprisingly. it is corporate taxes that are the primary vehicle for delivering the revenues needed for the plan, with an increase in the federal corporate tax rate from 21% to 28% being the central proposal.
Appraisal Rights
APRIL 8, 2021
Like certain U.S. states, the country of Malaysia does not give dissenting shareholders any right to appraisal of the value of their shares. Instead, the Malaysian Capital Markets and Services Act of 2007 (“Act”) provides that in a “compulsory acquisition,” dissenting shareholders may seek what Americans might refer to as equitable relief. Pursuant to the Act, a “compulsory acquisition” may occur when a person (i.e. the offeror) has made a take-over offer to the shareholders of a target company
ThomsonReuters
APRIL 1, 2021
Torres v. Starbucks Corp., 2021 WL 964219 (M.D. Fla. 2021). An employee and another employee’s spouse sued the employer in this case in a proposed class action lawsuit, seeking damages and an injunction because the employer provided them deficient COBRA election notices. The employer filed a motion to compel arbitration, arguing that the lawsuit violated agreements that required individual arbitration of claims arising from the employer’s group health plan.
ThomsonReuters
APRIL 15, 2021
Business needs are changing, requiring companies to seek new strategic capabilities. Tax and accounting firms are uniquely positioned to be strategic advisors and service providers for their clients—but CPA firms must evolve, too. Modern businesses face unique challenges when trying to grow and stay competitive in a rapidly changing business environment.
ThomsonReuters
APRIL 1, 2021
QUESTION: One of our employees just lost her coverage under our dental plan when she went from full-time to part-time. Can she pay her COBRA premiums on a pre-tax basis through our cafeteria plan? ANSWER: Assuming she is still eligible to participate in the cafeteria plan as a part-time employee, your employee can pay COBRA premiums on a pre-tax basis.
ThomsonReuters
APRIL 8, 2021
FAQs About COBRA Premium Assistance Under the American Rescue Plan Act of 2021 (Apr. 7, 2021); Model ARP General Notice and COBRA Continuation Coverage Election Notice; Model COBRA Continuation Coverage Notice in Connection With Extended Election Periods; Model Alternative Notice of ARP Continuation Coverage Election Notice; Model Notice of Expiration of Period of Premium Assistance; Summary of COBRA Premium Assistance Provisions Under the American Rescue Plan Act of 2021.
ThomsonReuters
APRIL 22, 2021
EBSA: Cybersecurity Program Best Practices; Tips for Hiring a Service Provider With Strong Cybersecurity Practices; Online Security Tips; News Release (Apr. 14, 2021). Best Practices. Hiring Tips. Online Tips. News Release. The DOL’s Employee Benefits Security Administration (EBSA) has issued guidance identifying “best practices” to mitigate cybersecurity risks in the administration of ERISA-covered plans, along with advice on hiring retirement plan service providers and online security tips for
ThomsonReuters
APRIL 7, 2021
Private companies, whether you’re looking to value your business in preparation for a sale, to help raise debt or equity funding, for some other business purpose, or simply for your own edification, you’ve probably found that the valuation process isn’t an exact science and is rather intimidating. This post focuses on a private company valuation approach intended to help you secure debt funding in the face of the COVID-19 pandemic , to drive home the point that now’s the time, private companies,
ThomsonReuters
APRIL 6, 2021
Business marketplaces are tighter and competition fiercer. People entering the workforce have different expectations than previous generations—and often more options for where they work. The workplace is becoming more technology-reliant. Businesses across all industries must evolve to keep pace with these new challenges and take advantage of the opportunities they present.
ThomsonReuters
APRIL 29, 2021
QUESTION: We have heard that legislation on surprise medical billing revised the patient protections that apply to our group health plan’s emergency services coverage. How have the rules changed, and when do they apply? ANSWER: Coverage and disclosure requirements intended to protect consumers from surprise medical bills from nonparticipating providers and facilities were included in legislation passed in December 2020.
ThomsonReuters
APRIL 29, 2021
IRS Webpage: Top Mistakes in Voluntary Correction Program (VCP) Submissions (Mar. 31, 2021). Available at [link]. The IRS has updated its webpage listing common mistakes in Voluntary Correction Program (VCP) submissions. VCP is one of three retirement plan correction programs under the IRS’s Employee Plans Compliance Resolution System (EPCRS) (see our Checkpoint article ).
ThomsonReuters
APRIL 29, 2021
CMS Alert: Reminder Regarding Who is the Responsible Reporting Entity (RRE) When Reporting Primary Prescription Drug Coverage Information (Apr. 13, 2021). Available at [link]. CMS has issued a reminder about who has the responsibility for reporting primary prescription drug coverage as the Responsible Reporting Entity (RRE). As background, certain insurers, TPAs, plan administrators, and fiduciaries are required to report information to CMS about individuals who are entitled to Medicare and are
ThomsonReuters
APRIL 29, 2021
IRS Notice 2021-25 (Apr. 8, 2021). Available at [link]. The IRS has issued a notice clarifying when business expenses for purchasing restaurant food or beverages will qualify for waiver of the 50% deduction limit. Ordinarily, Code § 274(n) limits otherwise allowable deductions for food or beverage expenses to 50% of the expenses, subject to various exceptions.
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