The following article is reprinted from The M&A Tax Report, Vol. 11, No. 12, July 2003, Panel Publishers, New York, NY.
VALUATION VERISIMILITUDE
By Robert W. Wood and Dominic L. Daher
At The M&A Tax Report, we sometimes
review books that we believe might be useful to our readers. Dr. Shannon
Pratt's aptly titled book, The Lawyer's Business Valuation Handbook: Understanding
Financial Statements, Appraisal Reports, and Expert Testimony, shines the
light of day on the tactics, practices, and reports utilized by financial
and valuation gurus in preparing financial statements, appraisal reports,
and expert testimony. It is a refreshing change of pace from the normal
"we already assume you are an expert in the area" approach taken by many
other authors in the area of business valuations.
This book is very comprehensive in nature,
explaining topics in an easily understood manner; it was evident from the
start that this book was written by an accomplished teacher. Demystification
is the key. This book runs out the clock on the age-old game of hide-the-ball
that has been going on between valuation gurus and lawyers for as long
as I can remember. By way of analogy, the information revealed by Dr. Pratt
in The Lawyer's Business Valuation Handbook is the equivalent of David
Copperfield writing a tell-all book disclosing how he performs his stable
of optical illusions.
There can be no doubt that valuation issues
are pervasive throughout the practice of law. How many times has a client
asked for your assistance with a matter which called for valuation expertise?
How many times have you sat at your desk and scratched your head when that
call came? Dr. Pratt is a nationally-acclaimed expert, author, scholar,
and consultant; each of these personas shine through in The Lawyer's Business
Valuation Handbook. Dr. Pratt has performed over 2,000 business valuations
over the course of his extensive career (31 years and counting). Dr. Pratt
has proffered his expert testimony nationally in various state and federal
courts of law, and he is a graduate of Indiana University (Doctor of Business
Administration). Dr. Pratt also holds professional certifications as: (1)
a Master Certified Business Appraiser (MCBA) of the Institute of Business
Appraisers; (2) a Fellow of the American Society of Appraisers (FASA);
(3) a Chartered Financial Analyst (CFA); and (4) a Certified Business Counselor
(CBC). This book is organized in an approachable manner, and it is well
indexed for quick access to relevant topics.
The Lawyer's Business Valuation Handbook
provides invaluable advise to lawyers interested in retaining qualified
valuation experts, and proven methods for assessing their credentials.
This is a concise book of reference which will undoubtedly assist lawyers
in interpreting and appraising expert opinions relating to business valuation
matters. The Lawyer's Business Valuation Handbook is an authoritative reference
which will assist the novice and expert alike in evaluating business valuations;
furthermore, it will aid lawyers in assessing the caliber and completeness
of proffered evidence. The Lawyer's Business Valuation Handbook contains
an extensive and impressive list of citations to applicable case law covering
a multitudinous number of business valuation issues.
It is evident that Dr. Pratt has a genuine
understanding of valuation issues and an uncanny ability to communicate
this understanding to others (especially those that may not be as well
versed in the area). This is evident from his authorship of several leading
treatises in the area, including: Business Valuation Body of Knowledge,
Valuing of Business: An Analysis and Appraisal of Closely Held Companies,
Guide to Business Valuations, and Valuing Small Business and Professional
Practices. The topics discussed in The Lawyer's Business Valuation Handbook
include, among others:
Business appraisal professional credentials
and standards (including a nifty chart which depicts the various certifications,
prerequisites, and exams);
Admissibility and impact of expert business
valuation evidence;
Discovery rules for business valuation expert
evidence;
Alternative dispute resolution;
Business valuation approaches and methods,
including, financial statement terminology used in business appraisals;
Fundamental concepts used in valuation analysis,
including, financial statement analysis, economic analysis, and industry
analysis;
Valuations for specific purposes, including,
valuations for federal tax matters, marital dissolutions, shareholder and
partner disputes, employee stock ownership plans, and medical practices. Even the appendixes of The Lawyer's
Business Valuation Handbook proved to be useful. Appendix A provided a
quick review checklist which could be used by lawyers when performing an
initial review of business valuation reports (Dr. Pratt even goes so far
as to grant the reader "permission to make copies of this appendix to use
in connection with report reviews"). It is worthwhile noting that the checklist
in question has been adopted by the American Society of Appraisers as a
model in carrying out peer reviews for ASA accreditation. Appendix B provides a very effective glossary
of valuation terms. Appendix C provides the reader with a punctilious list
and descriptions of the professional organizations involved in the business
valuation game, such as the American Institute of Certified Public Accountants,
the American Society of Appraisers, and National Association of Certified
Valuation Analysts.
Overall, this book is a very practical
resource, and it would make a dandy addition to any library. It can be
purchased from the ABA by phone at 1-800-285-2221, by mail at ABA Service
Center, PO Box 10892, Chicago, IL 60611, or online at www.abanet.org. The
price of The Lawyer's Business Valuation Handbook: Understanding Financial
Statements, Appraisal Reports, and Expert Testimony is $124.95, but it
is available to ABA Family Law and General Practice, Solo and Small Firm
section members for $114.95.
Valuation Verisimilitude,
Robert W. Wood and Dominic L. Daher, Vol. 11, No. 12, The M&A Tax Report (July 2003),
p. 5.