Business Valuation and Bankruptcy

ISBN-13: 9780470462386 / Angielski / Twarda / 2009 / 272 str.

Ian Ratner; Grant Stein

Opis

An essential guide to business valuation and bankruptcy Business Valuation and Bankruptcy helps you-whether you are an accountant dealing with a troubled company, a lender, an investor, a bankruptcy and restructuring lawyer/financial advisor, or a private equity player-to focus on solving everyday and case determinative disputes when creditors, lenders, and debtors have differing views of value. Introducing valuation issues early on in the restructuring/bankruptcy process so you can plan accordingly, this book offers

• Many real life case examples, case descriptions, and tables to demonstrate the applicable sections of the Bankruptcy Laws
• A review of the methods, applications, pros and cons of restructuring with the basic tools to understanding it
• A description of the life cycle of a troubled company and the various stages of a restructuring
• An analysis of the valuation issues that confront practitioners in the real world of application of the law

Business Valuation and Bankruptcy is written in terms that are common to bankruptcy professionals and is essential, timely reading for players in the bankruptcy and restructuring environment.

Spis treści

Preface.

Chapter 1 Introduction.

The Troubled Company Continuum.

Operational and Financial Disstress.

The Troubled Company Response.

Valuation in Reorganization or Bankruptcy.

Conclusion.

Chapter 2 Industry Practitioners and Standards.

Professional Organizations and Business Valuation Standards.

Business Valuation Practitioners and Certifications.

Conclusion.

Notes.

Chapter 3 The Basics of Business Valuation.

The Purpose of the Valuation.

Standard of Value.

Premise of Value – Going Concern or Liquidation.

Valuation Approaches.

Fundamentals.

Conclusion.

Notes.

Chapter 4 Income Approach.

Discounted Cash Flow Method.

Capitalized Cash Flow Method.

Conclusion.

Notes.

Chapter 5 Market Approach.

Guideline Company Method.

Comparable Transaction Method.

Conclusion.

Chapter 6 United States Bankruptcy Code.

Introduction to the Structure of the Bankruptcy Code.

Commencement of a Bankruptcy Case and Filing of Schedules.

Chapter 7 of the Bankruptcy Code.

Chapter 11 of the Bankruptcy Code.

Avoiding Powers under the Bankruptcy Code Preferences.

Avoiding Powers under the Bankruptcy Code – Fraudulent Transfers.

Valuation Principles from the Bankruptcy Courts.

Conclusion.

Notes.

Chapter 7 Valuations in Bankruptcy as of the Date of the Hearing.

Introduction.

Relief from the Automatic Stay and Adequate Protection.

§ 363 Sales.

Use of Cash Collateral.

Disclosure Statement.

Plan Confirmation Feasibility.

Plan Confirmation Best Interests of Creditors Test.

Plan Confirmation Cram Down.

Conclusion.

Notes.

Chapter 8 Valuations in Bankruptcy at a Time in the Past – Avoidance Actions.

Overview.

Avoidance Actions Preferences.

Avoidance Actions – Fraudulent Transfers.

The Applicable Legal Tests for Insolvency.

Insolvency Test: The Valuation of Debts.

The Insolvency Test: Valuation of Assets.

Proof of Insolvency by Retrojection.

The Insolvency Test: Comparing Assets and Debts.

Is the Public Market′s Assessment in the Past Conclusive Proof of Solvency, Even If the Company Later Fails?

Use of Hindsight in the Valuation Process.

Conclusion. 

Notes.

Chapter 9 Solvency Opinions.

Introduction.

Who uses Solvency Opinions?

Solvency Opinion Preparation.

Solvency Metrics.

Case Studies.

Conclusion.

Notes.

Chapter 10 Daubert.

Challenges to Experts or Their Testimony.

Lack of Relevance.

Practical Lessons from Daubert Cases for Experts and Lawyers.

Conclusion.

Notes.

Appendix.

AICPA Statement on Standards for Valuation Services No. 1, Valuation of a Business, Business Ownership Interest, Security, or Intangible Asset.

Index.

O autorze

Ian Ratner, CPA, ABV, ASA, CFE, of GlassRatner Advisory & Capital Group LLC, is a nationally recognized financial advisor, focused in the area of forensic accounting, litigation support, business valuation, and bankruptcy consulting. He has a proven track record as an expert advisor and has led high–profile and complex assignments including failed transactions, SEC investigations, financial reporting frauds, large corporate bankruptcies, and countless commercial litigation matters. In many of these cases, he is asked to decipher contradictory valuation opinions and testimony by getting behind the numbers relied on by others. Ian has testified as an expert on dozens of occasions in state and federal courts in various jurisdictions around the country.

Grant T. Stein is partner in the law firm of Alston & Bird LLP in the Bankruptcy, Reorganization and Workouts Group. He is a Fellow of the American College of Bankruptcy, Chair and past president of the Southeastern Bankruptcy Law Institute, and is identified as a top practitioner in Chambers USA: America′s Leading Lawyers for Business, The Best Lawyers in America, and Super Lawyers magazine. During his more than twenty–five years of practice, he has amassed extensive bankruptcy and litigation experience dealing with valuation questions.

John C. Weitnauer is a partner with the law firm of Alston & Bird LLP in the Bankruptcy, Reorganization and Workouts Group. In 2006, he was co–trial counsel for plaintiffs in a jury trial that involved many business valuation issues, and obtained a verdict stating that over $965,000,000 in transfers were made with the actual intent to defraud the plaintiffs, with $350,000,000 in punitive damages. He has been included in The Best Lawyers in America reference books since 1995. He is profiled in Chambers USA: America′s Leading Lawyers for Business. He is a Contributing Editor of two bankruptcy treatises, Norton Bankruptcy Law and Practice and the Bankruptcy Litigation Manual.

Blurb

Praise for Business Valuation And Bankruptcy

"For the restructuring lawyer or anyone else seeking a cogent and accessible exposition of the first principles of valuation and how valuation issues fit in the bankruptcy process, this timely and clearly written book is the natural place to turn."
Professor Douglas G. Baird, The University of Chicago Law School, Scholar in Residence for the American College of Bankruptcy

"There are no easy business valuation issues in bankruptcy. However, armed with this treatise, bankruptcy professionals and courts can confront the valuation challenges in a thoughtful and deliberate manner. I found this book a remarkable effort in addressing the issues presented in distressed business valuations. The work is thoughtful, broad in scope, detailed in areas where necessary, and a substantial contribution to the literature. I was especially impressed that the book has much to offer to attorneys, judges, and valuation professionals. I highly recommend the work to any serious student of business valuations in bankruptcy."
Professor Jack F. Williams, Georgia State University College of Law, author, lecturer, and American Bankruptcy Institute Resident Scholar

"An excellent guide to the wide variety of valuation issues that professionals face on a daily basis, in the insolvency world. This work provides us with a wide range of analyses, taking us from the initial stages of an engagement, determining a company′s viability, up through the entire insolvency process. An essential tool for any bankruptcy professional"
John Ames,Greenbaum Doll & McDonald PLLC,President, American Bankruptcy Institute (2007 2009)

"I have read several books on valuation principles and theory. Business Valuation and Bankruptcy is by far the best written, best organized, and most approachable. The valuation methodologies and theories are explained in plain language, and the inclusion of the application of those methodologies and theories to the Bankruptcy Code and reported cases is immensely helpful. I have asked our entire Business Reorganization Team to read Business Valuation and Bankruptcy, and I intend to keep it handy as a reference."
Paul Steven Singerman, Berger Singerman, former chair of the Florida Bar Bankruptcy Commitee