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The
many purposes of
business valuation
A meaningful valuation
reflects both the motivation behind it and the subjective aspects of
your closely held company
Recently, a client asked me
what his business is worth, and he was surprised by my reply: "Why
do you want to know?"
I wasn’t trying to be
difficult or evasive. Rather, as I went on to explain to him, the value
of a business depends on many factors, including the purpose for which
the value is to be applied. Some may contend that a company is worth
what it is worth, regardless of the motivation behind the valuation.
That contention is incorrect.
Business owners seek business
valuations for any number of reasons, and each reason may carry a
distinct set of influencing factors and valuation methods and standards.
Motivations
During the life of a business,
many motivations may prompt the owner to determine the company’s
value, including:
Minimizing estate taxes.
Knowing the value of the business is essential if the owner wishes to
create an effective estate plan, or if, after he dies, his survivors are
to avoid a huge estate tax obligation.
Achieving a divorce-related
property settlement.
Assembling a loan package.
Banks commonly require valuations when stock is pledged as collateral or
when loans are guaranteed by the owner of a closely held business.
Providing a reliable basis
for a buy-sell agreement. Basing a buy-sell agreement on book value
may seem equitable in the company’s youth. But as it matures and its
value is enhanced by such non-book factors as goodwill and stability, a
book value-based buy-sell arrangement can have disastrous consequences.
Establishing incentive
programs. If your company’s incentive program includes awarding
stock, phantom stock or stock options to key employees, all parties need
to know what the stock is truly worth at various times.
Further enhancing the
company’s value. Through the process of determining what his
company is worth today and understanding the factors that contribute to
its value, a business owner can often learn how to exploit those factors
to make the company even more valuable.
Obtaining adequate insurance
coverage. A reliable business valuation can help owners determine
how much insurance they should carry on each other and on key employees
who own stock.
Influencing factors
Once the purpose of the
valuation is identified, the valuation professional will examine those
factors that are relevant to that purpose. Those factors may include the
following:
- the nature of the business;
- the competitiveness of its
industry;
- the business’s earning
capacity;
- its dividend history;
- goodwill;
- investor risk;
- the maturity of the
business;
- the importance of the
current owner’s direct involvement;
- minority ownership and
control; and
- transferability of stock.
In a simple world, there would
be only two ways to value a business, regardless of the purpose behind
the valuation: the liquidation basis (the value of what remains after
all assets are sold and all debts are paid), and the going concern
basis, which also considers goodwill and the company’s ability to
generate cash flow and income.
But as a small business owner,
the world in which your company functions is anything but simple,
especially when estimating its value. Therefore, if circumstances should
ever dictate that you place an accurate value on your company, remember
that it can have different values, depending on your purpose. The value
you want to ascertain is the value that will help you achieve your goal.
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