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The Wandry Taxpayers Found The Formula

April 2012 | Issue 57 Introduction Taxpayers making gifts of hard-to-value property will sometimes employ a “formula clause” which enables them to retroactively adjust the size of their gift based on a value determination carried out subsequently to when the gift was made.  This is usually done in order to keep the overall size of [...] More...

Courts Allow Reallocation of Gifted Shares

January 2012 | Issue 56 Introduction The U.S. Court of Appeals for the Ninth Circuit, in Petter v. Commissioner, 653 F. 3d 1012, (8/4/11), found for the taxpayer in a case involving the use of a “formula clause” to reallocate gifts of property to heirs and charity. > The Plan Anne Petter lived in Washington [...] More...

Book Value was 2% of Fair Market Value in NJ Buyout Case

November 2011 | Issue 55 In Estate of Cohen v. Booth Computers (421 N.J. Super. 134, 22A. 3d 991, July 13, 2011), the question addressed was whether a family partnership agreement that provides for a buyout based on net book value may be enforced when the disparity between book value and fair market value is [...] More...

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Life Science Venture Financing – Down Rounds Are Up

April 2009 | Issue 38

A survey of 2008 San Francisco Bay Area life science venture capital financings reveals that 22% of such financings were down rounds, as compared to 12 % in 2007. A down round is defined as a transaction in which the price is lower than that of the previous round of financing. The survey covered 81 biopharm and medical device company financings, and was carried out by Fenwick & West LLP, a global law firm specializing in services to high technology and life science clients.

Overall, of the 81 transactions from 2008 that were covered, 59% were up rounds, 22% were down rounds, and 19% were flat. The corresponding results from 2007 were 79% up, 12% down, and 9% flat.

The down round trend seemed to accelerate as 2008 wore on, with down rounds exceeding up rounds 39% to 30% in the fourth quarter of 2008.

Pricing
The magnitude of price changes in 2008 life science financings also underwent a downward shift as compared to 2007. The average overall price increase in 2008 up rounds was 54%, as compared to 63% for 2007. The down rounds were also deeper, averaging 48% below the previous financing in 2008, as compared to 37% in 2007. Overall, the average 2008 price increase was 27%. This compares to 45% in 2007.

A copy of this report is available here.