The role of the third appraiser is always to bring resolution to buy-sell agreement valuation processes. The question is how the third appraiser’s conclusion will be used to bring pricing resolution. In this post we see that one “typical” way of considering the third appraiser’s conclusion has in interesting and potentially dangerous twist for valuation processes.
Recently, I was involved, for a moment, in a buy-sell agreement valuation process that had many issues. A key executive in a company was terminated. He owned about 15% of a profitable operating company, and his firing triggered the company’s buy-sell agreement provisions in its operating agreement. This was a buy-sell agreement that was virtually destined to fail unless the parties agreed to a change in the process.
Buy-sell agreements can go bad if all parties to them do not pay attention to their terms before signing them. This is particularly true in the New York case of Yakuel v Gluck, which was filed in early May in the Supreme Court of New York County.
I was reflecting about business problems and my experience in seeing them addressed in other organizations or in dealing with them in our own company. This post provides 11 observations on why it is critical to address business problems timely and credibly. The value of your business is directly influenced by how you resolve problems as they arise. Think of a problem identified as an opportunity for constructive change.
My virtual session today at the New York Society of Certified Public Accountants’ Business Valuation Conference addressed the issue of marketability discounts. A question was raised about how the Quantitative Marketability Discount Model (QMDM) could be used to address the impact on DLOMS of the COVID-19 pandemic. Today’s post addresses this important question.
I have been writing from time to time on this blog about walking and fitness. This post recounts reaching 150 consecutive days of reaching the dual goals of 10,000 or more steps and five or more miles. It takes focus, but you can do it if you decide to. The post also includes a simple Rx for achieving 10,000 steps – or your goal – per day. I also introduce two forthcoming books!
The Indiana Court of Appeals reversed a trial court decision, concluding that valuation discounts in an unclear buy-sell agreement were appropriate even in light of the mandatory nature of the buyout. In other words, the agreement created a market and the trial court ignored this fact. This is an interesting case and yet another example of why valuation processes in buy-sell agreements must be carefully drafted to avoid such debacles when trigger events inevitably happen.
On May 7th at 2pm CDT, I will be joining Jeff Lerman of Lerman Law Partners, LLP on the Zoominar, “Coronavirus Alert: Is Your Buy-Sell Agreement Defective?”. The webinar is complimentary for all attendees.
The COVID-19 pandemic has created, what is hopefully, a short-term opportunity to take advantage of resulting lower equity values to maximize the benefit of significant gifting transactions. Take advantage of the opportunity while it is here. When it is too late, it will be too late.
I spent a few minutes over the weekend reflecting on how I have tried (or wish I had!) to maintain physical and mental health during these pandemic times. Here are a dozen ideas to consider.
