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Voting Control of LLC Shrinks Valuation Discount

May 2013 | Issue 66 The primary issue in Estate of Koons v. Commissioner (T.C. Memo. 2013-94, April 8, 2013) was the determination of the fair market value, at the date of his death, of John Koons’ 50.5% interest (47% voting) in a company called Central Investment LLC.  Central had been established as an entity [...] More...

Discounted Stock Options are Deferred Compensation, Says Court

April 2013 | Issue 65 Introduction A discounted stock option is one whose exercise price, at time of grant, is lower than the then fair market value of the underlying stock.  The IRS has maintained that discounted stock options will be treated as deferred compensation, pursuant to Section 409A of the Internal Revenue Code.  Such [...] More...

Market Value Trumps Dodgy DCF in Verizon Case

March 2013 | Issue 64 Introduction On November 17, 2006, Verizon Communications spun off its Yellow Pages subsidiary, Idearc, Inc.  The debt load assumed by Idearc in the transaction ultimately proved to be too heavy a burden and, 28 months later, the company went into bankruptcy. U S Bank NA, as Trustee of the Idearc [...] More...

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Shareholder Transactions Valuations

Shareholder transaction valuations arise from a number of situations.  A common one is when a company undertakes a buyout of minority shareholders through a squeeze out merger or a reverse stock split.  In most states, if the minority shareholder believes the transaction price to be unfair, he can initiate a court procedure known as an appraisal action.  We have considerable experience in this area, including expert testimony on valuation.

Shareholders also come to us for valuation advice when they are trying to negotiate a consensual buyout of a shareholder, such as a retiring family member.  In such situations, we can act as valuation advisor to one party, or serve as a jointly-retained appraiser.