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Stenton Leigh Group professionals perform a variety of business
valuations, including fairness opinions (ASC 820), goodwill (ASC
350 and 360), intangible property valuations, and stock options
and warrant valuations (ASC 718).
Valuation Opinions
Companies require independent assessments of their worth for a
variety of reasons: to go public, merge with a partner, acquire
a business, redeem shareholders' interests, determine tax
liabilities, assess collateral values, configure buy/sell equity
incentives, structure ESOPs, and reorganize family-owned
businesses.
Stenton Leigh Group's ability to understand and determine the
value of a company has been the cornerstone of the firm's
services and its core expertise since its founding. Valuation
professionals at the firm combine a powerful assortment of
analytical tools with real-world experience to objectively
determine corporate worth in today's demanding marketplace.
When companies undergo leveraged transactions, they are
routinely scrutinized by stockholders, lenders, regulators, and
the Internal Revenue Service. A solvency analysis by an
independent expert allows the company to evaluate its financial
status following the close of a proposed transaction. It may
also help protect the company or its secured lenders, directors,
and advisors from potential liability relating to fraudulent
conveyance claims.
Fairness Opinions
Stenton Leigh Group provides companies with an unbiased analysis
of pending transactions for the purpose of determining the
financial fairness of such transactions. The comprehensive
analysis, including thorough assessments of the proposed
transaction as well as alternatives, allows clients to make
informed decisions. The resulting opinion will provide
reasonable assurance that the client is acting prudently and
exercising sound business judgment.
Stenton Leigh Group's extensive valuation knowledge together
with its vast transactional experience provide clients with the
expertise required to assess complex situations encompassing
virtually every type of change of control transaction, including
affiliate and insider transactions, concurrent mergers and
tender offers, spin-offs, synergistic mergers, as well as
transactions with competing offers.
Stenton Leigh Group specializes in valuing companies and their
underlying securities including common stock, convertible and
preferred securities, warrants, options, various debt
instruments, and partnership and limited liability company
interests. Stenton Leigh Group is adept at situations that
involve challenging and unusual circumstances.
The firm is also expert at valuations involving structured and
complex assets and liabilities, and assessing intangible assets
such as film, music and video libraries, professional sports
team contracts and franchises, copyrights, patents, licensing
agreements, and marketing and distribution agreements.
Impairment Opinions
In 2001, the Financial Accounting Standards Board (FASB) issued
SFAS 141 and 142 regarding accounting for business combinations
and intangible assets now called Accounting Standards
Codification (“ASC”) 350 and ASC 360. The new rules which became
effective on July 1, 2001, prohibit the pooling of interests
method of accounting and eliminate goodwill amortization. Under
the new rules, goodwill will remain on the balance sheet but
must be tested at least annually for impairment in a two-step
process. Companies must allocate intangibles and goodwill to
each reporting unit for impairment testing.
The first step (Step 1) of a company's impairment test is
required to be completed within six months of its adoption of
the new FASB rules. It requires a determination of the fair
value of each reporting unit and then a comparison of that fair
value to the carrying value of the assets of the reporting unit.
If the carrying value exceeds fair value, the reporting unit
fails the Step 1 test and must conduct a second test (Step 2).
Step 2 which requires the valuation of all intangibles,
including the implied value of goodwill, must be undertaken
within the next six months. Goodwill impairment is the
difference between the fair value and carrying value as
determined in Step 2. Goodwill impairment resulting from the
transitional test will be treated as a change in accounting
principle, whereas subsequent losses will be charged to
operating earnings.
We believe the firm's extensive experience in performing
enterprise and intangible asset valuations creates unparalleled
qualifications for goodwill impairment analysis.
Intangible Asset Valuations
Valuations are frequently required for financial reporting
purposes, in connection with an acquisition or to provide
lenders with additional support for financing. Stenton Leigh
Group provides valuations for a variety of intangible assets,
including patents, know-how, trade names and trademarks,
developed technology, in-process research and development
efforts, customer lists, contracts, non-compete covenants, and
license agreements. Stenton Leigh Group provides specialized
intellectual property valuation services across the corporate
spectrum. The firm has particular expertise in technology,
including the Internet, telecommunications, cable, hardware and
software, medical devices biotechnology, and life sciences.
Stenton Leigh Group provides independent and well-supported
valuations of intangible assets, with fast turnarounds, to
enable clients to meet their deadlines. Stenton Leigh Group
valuation experts stay abreast of changing regulations and
sensitivities of the Securities and Exchange Commission and the
Financial Accounting Standards Board. This knowledge allows the
firm to address material issues in due diligence and to provide
supporting documentation, often significantly expediting the
review process and reducing the number of SEC comments regarding
our valuation conclusions.
Dispute Analysis and Litigation Support
The clear communication of intricate business issues and
financial theories to a judge and jury can be the decisive
element in prevailing at trial. The dispute analysis
professionals at Stenton Leigh Group have testified as expert
witnesses in a wide range of disputes, including wrongful death,
breach of contract, business interruption, post-acquisition
disputes, shareholder disputes, dissolutions, breach of
fiduciary duty, and estate and gift tax valuations.
Our proficiency in this contentious arena is due in part to the
ability of Stenton Leigh Group professionals to expand testimony
beyond theoretical models by contributing real world
experiences, insights, and anecdotes.
Here again, the firm's professionals combine theoretical and
academically supportable financial analyses with demonstrable
transactional experience to reach appropriate, supportable, and
credible financial solutions to difficult business issues. |