News & Analysis as of

Business Valuations

What Effect Will the New Revenue Recognition Standard Have on M&A?

by Stinson Leonard Street on

The Financial Accounting Standards Board's new revenue recognition standard is expected to have wide-ranging effects on M&A transactions. The new revenue recognition standard under GAAP will be applicable to public companies...more

In Case You Missed It: Launch Links - September, 2017 #2

by WilmerHale on

Some interesting links we found across the web this week: How Pro Rata Works in Venture Capital Deals - VC’s suffer from FOMO just like the rest of us. ...more

To Sell or Not to Sell Your Business? That is NOT the Question

by Davis Wright Tremaine LLP on

Business buyouts are red hot, and pricing is back up to where it was before the Great Recession, thanks to cheap financing and a stronger U.S. economy. The fact is that this market won’t last forever. Feeling the pressure...more

No Payday for Objecting Stockholders as Delaware Supreme Court Reverses Appraisal Ruling

by White & Case LLP on

The Delaware Supreme Court recently reversed a Delaware Chancery Court's finding that a private equity buyer had underpaid in connection with its acquisition of payday lending firm DFC Global Corporation....more

The Entrepreneurs Report - H1 2017

From the WSGR Database: Financing Trends for 1H 2017 - Strong median pre-money valuations for all rounds of financing ushered in nearly unprecedented median amounts raised in 1H 2017, particularly for Series C and later...more

Another Working Capital Claim Fails in Delaware Because of Liability Limitations

In Chicago Bridge & Iron Co. N.V. v. Westinghouse Electric Co. LLC, the Delaware Court of Chancery declined to permit the purchaser of a business to recover a working capital shortfall as a result of a purchase price...more

Delaware Supreme Court Endorses Deal Price as Strong Evidence of Fair Value in Appraisal of Public Companies

by Pepper Hamilton LLP on

In DFC Global Corp. v. Muirfield Value Partners, L.P. (Aug. 1, 2017), the Delaware Supreme Court issued its highly anticipated ruling on the determination of fair value in statutory appraisal cases. The court held that the...more

Time Is Money: Historical Strip Prices and Valuation in Oil & Gas Bankruptcies

by WilmerHale on

Timing is key to valuation of all types and in all contexts. But in bankruptcy, valuation timing can take on heightened importance because a central element of bankruptcy involves distributing value as of a specific point in...more

In Case You Missed It: Launch Links - July, 2017 #5

by WilmerHale on

Some interesting links we found across the web this week: How to Successfully Go About Acquiring Another Startup - Sometimes your startup can achieve goals quicker through an acquisition. ...more

Blog: Q2 2017 Quarterly VC Update: Hans Tung on the State of Venture Capital Investing

by Cooley LLP on

In conjunction with our Q2 Venture Financing Report, I sat down with Hans Tung managing partner at GGV Capital, to get his take on the current state of venture capital investing. A few highlights from Hans: On...more

Delaware Supreme Court Decision Addresses Critical "Fair Value" Issues in Appraisal Litigation

On August 1, 2017, the Delaware Supreme Court issued an en banc opinion in DFC Global Corporation v. Muirfield Value Partners, L.P., et al., reversing the Delaware Court of Chancery's decision regarding the fair value of DFC...more

Delaware Chancery Court Finds No Fiduciary Duty Breach, Notwithstanding Entire Fairness Review, And Determines Appraisal Value To...

by Shearman & Sterling LLP on

On July 21, 2017, Vice Chancellor J. Travis Laster of the Delaware Court of Chancery (i) entered judgment in favor of defendants Sprint Nextel Corporation (“Sprint”) and Softbank Corp. (“Softbank”) on claims of breaches of...more

This Week In Securities Litigation

by Dorsey & Whitney LLP on

The Commission affirmed by a divided vote an Initial Decision dismissing insider trading charges against Wells Fargo trader Joseph Ruggieri. At a hearing the Division of Enforcement failed to prove that in six instances Mr....more

Will Your Family-Owned LLC Be Required to Pay the Fair Value of a Withdrawing Member’s Interest?

by Murtha Cullina on

Family-owned businesses that are organized as limited liability companies typically reflect the terms of the company’s governance, along with the members’ financial rights and obligations, in a written operating agreement....more

Your Daily Dose of Financial News

by Robins Kaplan LLP on

A banner round of stress-testing for the US’s biggest banks (all passed for the first time in the test’s 7-year history) is seen as paving the way for banks to pay out their largest dividends in nearly a decade....more

Appraisers’ Valuations Are Light-Years Apart, But Does That Make Them Hired Guns?

by Farrell Fritz, P.C. on

The title of this post notwithstanding, the judge’s decision in the recent, high-stakes stock valuation case I’m about to describe, featuring a clash of business appraiser titans whose conclusions of value differed by almost...more

Ninth Circuit Applies Omnicare to Section 10(b) and Rule 10b-5 Claims

by Latham & Watkins LLP on

The Ninth Circuit follows the Second and Tenth Circuits in extending Omnicare’s requirements for pleading the falsity of opinion statements to claims under Section 10(b) and Rule 10b-5. In recent years, courts have...more

The SFC’s Guidance on Corporate Transactions and the Use of Valuations

by Latham & Watkins LLP on

The SFC has become increasingly concerned that some listed companies are acquiring or selling assets at improperly assessed prices, resulting in losses to listed companies and their shareholders. Summary - The...more

Thinking About Selling Your Business? Three Keys To Success.

by Cole Schotz on

There are numerous reasons you might consider selling your business – it could be that retirement beckons, your business has reached its growth limit under current management or financial constraints, or an exit opportunity...more

Ninth Circuit Affirms Dismissal Of Exchange Act Claims Based On Omnicare's Standard For Falsity Of Opinion Statements

by Shearman & Sterling LLP on

On May 5, 2017, the United States Court of Appeals for the Ninth Circuit affirmed a lower court’s decision dismissing a putative securities fraud class action against orthodontics and dental products maker Align Technology,...more

Why Care About Business Valuation? Part II

by Farrell Fritz, P.C. on

Valuations figure prominently in determining the proper tax treatment of transactions – such as sales, loans, leases, and performance of services – between related taxpayers, including, for example, commonly-controlled...more

Why Care About Business Valuation? Part I

by Farrell Fritz, P.C. on

One word: “taxes.” There are so many transactions in which the tax consequences visited upon a closely-held business and its owners, and, therefore the true economic cost of the transaction, will depend upon the valuation of...more

The Entrepreneurs Report - Q1 2017

From the WSGR Database: Financing Trends for Q1 2017 - Up and Down Rounds by Quarter - Strong median pre-money valuations for late-stage financings accompanied a record-breaking $25.0 million median amount raised for...more

Funds Talk: May 2017 - The ‘Commercially Reasonable Efforts’ Standard as Defined by the Delaware Supreme Court

In its recent decision in The Williams Cos., Inc. v. Energy Transfer Equity, L.P., et al., the Delaware Supreme Court offered guidance on the interpretation of the “commercially reasonable efforts” standard in a merger...more

Video Transcript - Dual-track IPOs

by Ropes & Gray LLP on

Transcript - The IPO market has shown some signs of life through the first quarter of 2017 and while we may not see a full reversion to the mean, we do certainly expect 2017 to be a better environment for new issues than...more

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