Morgan Stanley and Citigroup Wrangle Over Big-Time Buy-Sell Agreement: #1 Price and Process Reviewed

Overview of a Two Part Series Morgan Stanley and Citigroup entered into a joint venture (JV) dated as of May 31, 2009, with Morgan Stanley owning 51% and Citigroup owning the remaining 49% of the common member interests in Morgan Stanley Smith Barney Holdings LLC (“MSSBH”). The JV was evidenced by the Amended and Restated […]

“Single Appraiser: Select Now, Value Now” Recommendation for Buy-Sell Agreements Featured in NACVA’s QuickRead

A good explanation of the “Single Appraiser: Select Now, Value Now” recommendation from my book Buy-Sell Agreements for Closely Held and Family Business Owners was recently featured in NACVA’s email newsletter. Read it here (also includes a link to the original article on Mercer Capital’s website further explaining this buy-sell agreement recommendation).

Appropriate Period of Historical Financial Analysis

Some time ago, an attorney called saying he was in the midst of a negotiation with the Internal Revenue Service regarding the enterprise value of a business. The company was in a cyclical industry and the appraiser had used a ten year analysis of historical earnings in developing his estimate of earning power for capitalization. […]