Business Valuations

News & Analysis as of

SEC Halts “Smart Contract” Exchange Built on Silicon Valley Start-Ups

Two entrepreneurs wanted to create a business that centered on valuing private start-up companies. They experimented with models that began with a variation of “fantasy sports,” changed to a contest and became a game. It...more

Best in Law: Does Your Business Need a Prenup?'

You are likely familiar with the news stories of this celebrity or that being involved in divorce proceedings where the language of a “prenup” is of great importance. You probably also know that the term is short for...more

SEC Says Fantasy Stock Trading Violates Securities Laws; Charges Others for Selling Illegal Security-Based Swaps

The SEC issued an Investor Alert which says fantasy stock trading for small amounts of money can violate provisions of securities laws implemented by the Dodd-Frank Act. I bet the Congressional drafters of these provisions...more

Exit Strategy Trends and Ways to Create Value

In This Presentation: - Current Market Trends We Are Seeing - Representative Case Study - Presenter Firm Service Offerings - Excerpt from Representative Case Study: - Introduction to Case...more

The Importance of Merger Price and Process In Delaware Appraisal Actions

On April 30, 2015, the Delaware Court of Chancery issued a post-trial opinion in which it rejected an attempt by dissenting shareholders to extract extra consideration for their shares above the merger price through appraisal...more

Capital Raising? 2014 Observable Trends for Seed and Early Stage Financings – AlleyWatch Reviewed Approximately 200 Capital...

As counsel to scores of companies in capital raising mode at any point in time, my colleagues and I regularly are asked questions by entrepreneurs regarding the valuations and other terms they should expect to receive from...more

Pinterest’s value hits $11 billion

Social media company Pinterest announced that it is worth $11 billion after its latest funding round of $367 million. Pinterest, founded in 2010, which calls itself a “visual bookmarking tool” helps its customers discover and...more

Why Start-Ups Use Convertible Debt Part II: How a Convertible Debt Works

In Part I of our “Why Start-Ups Use Convertible Debt” series, we discussed one of the typical start-up financing structures, the sale of common stock, along with the issues that should be considered when setting a valuation....more

Why Start-Ups Use Convertible Debt Part I: Common Stock Financing and the Problem of Setting a Valuation

Most start-up companies turn to friends, family and/or high net worth individuals as the first source of capital to fund their operations. Banks will not lend to these companies since there are no real assets to collateralize...more

Delaware Courts’ Recent Decisions on Appraisal May Discourage Opportunistic Appraisal Arbitrageurs

In determining fair value, Delaware Court of Chancery and Delaware Supreme Court take cues from deal price. On February 12, 2015, the Delaware Supreme Court affirmed the Court of Chancery’s ruling in Huff Fund Investment...more

Silicon Valley Venture Capital Survey - Fourth Quarter 2014

Background - We analyzed the terms of 150 venture financings closed in the fourth quarter of 2014 by companies headquartered in Silicon Valley. Overview of Fenwick & West Results - Valuation results...more

How Low Can You Go? Here’s A Clue: RPTL 720(1)

As The Desmond Hotel & Conference Center was gearing up for it’s New Year’s Eve celebration, on December 31, 2014, the Appellate Division (Third Department) handed down a decision in Village Square of Penna, Inc. v Board of...more

Convertible Notes – a Great Tool for Investment

So you have started your company! Maybe you have an investor or are looking for investors. How do you structure an investment to set everyone up for success? For many companies, convertible notes are the right answer....more

2014 SEC and FINRA Enforcement Actions Against Broker-Dealers and Investment Advisers

The sheer number of enforcement actions brought against broker-dealers and investment advisers makes it challenging to keep up. In this alert, we divide this year’s most important cases against broker-dealers and investment...more

Valuing a 100% Interest in a Disregarded Entity

One would think that the value of a 100% interest in a disregarded entity would be the same as the net value of the assets of the disregarded entity. Such value of the 100% interest may be relevant for estate or gift tax...more

Employee Benefits Developments - November 2014

Health Care Cost Consideration May Support Age Discrimination Claim. Recently, the U.S. Court of Appeals for the Eighth Circuit overturned a lower court’s summary judgment ruling against a plaintiff’s age discrimination...more

The Entrepreneurs Report - Q3 2014

We are pleased to report that the venture market remained robust during the third quarter of 2014. For the second consecutive quarter, 81% of all deals were up rounds, once again the highest percentage recorded by the WSGR...more

California Seeks to Clarify Standards of Review for Hotel Property Tax Assessment Appeals

Hotels are one of the most misunderstood properties when valued by local assessors for property tax purposes. A hotel’s enterprise activity is comprised of tangible property, in the form of real estate and personal property,...more

Public Projects and Business Losses – Who Gets What and When?

Most of us have been inconvenienced by road construction or other public works. Streets can be more congested, exits closed, and traffic re-routed, making it more difficult to get to the restaurants, yogurt shops, book...more

Should've, Would've, Could've: High Court Rules On The Use Of Hindsight In The Valuation Of A Target Company

In Ageas (UK) Ltd v Kwik-Fit (GB) Ltd & anr [2014] EWHC 2178 (QB), 4 July 2014, in a claim for breach of warranty under a share purchase agreement, the defendant's warranty and indemnity insurer, AIG, argued that the...more

Genco Shipping Valuation Leaves Equity Interests Under Water

A chapter 11 plan can only be confirmed if it does not discriminate unfairly and is “fair and equitable” to any non-accepting impaired class. In this case, the issue was whether the debtor’s projected “reorganization value”...more

What Should the Trustee of a Private ESOP Do?

The Department of Labor (DOL) recently entered into an agreement with GreatBanc Trust Company settling claims relating to its service as trustee of an employee stock ownership plan (ESOP) holding stock of a private company....more

Silicon Valley Venture Survey - First Quarter 2014

We analyzed the terms of 156 venture financings closed in the first quarter of 2014 by companies headquartered in Silicon Valley. Overview of Fenwick & West Results - Valuation results in 1Q14 were very...more

The Entrepreneurs Report - Q1 2014

Wilson Sonsini Goodrich & Rosati’s experience confirms reports that the market remains positive overall, with up rounds comprising more than three-quarters of all venture deals in Q1 2014, the highest proportion in several...more

Successful Planning and Exit Strategies for Government Contractors in 2014 and Beyond

In this presentation: - Federal Market Overview and M&A Trends II - Value Creation Strategies - Introduction to Aronson Capital Partners - Excerpt from Value Creation Strategies: - Key contracts are a...more

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