Valuation
Financial and Tax Reporting

Cabrillo provides a full suite of valuation services for public and private companies and Boards of Directors, all performed in accordance with AICPA, GAAP, IFRS, IRS, SEC, and USPAP Standards.

Financial and Tax Reporting
Valuation Services include:
Business
Business Valuation

Business valuation is the process of determining the economic worth or value of a company or business entity. It involves a comprehensive analysis of various factors that contribute to the overall value of the business, such as its assets, liabilities, revenue streams, profitability, growth potential, market position, and future prospects. The valuation process typically utilizes multiple methodologies, including asset-based approaches, income-based approaches (such as the discounted cash flow analysis), and market-based approaches (such as the similar transactions method or the guideline public company method). The goal of business valuation is to arrive at a fair and reasonable estimate of the company’s worth, which can be used for various purposes, such as mergers and acquisitions, fundraising, tax planning, partner buyouts, or litigation support. It is a critical exercise that requires expertise in financial analysis, industry knowledge, and an understanding of valuation principles and techniques.

409a
409a Valuation

IRC 409a governs all privately-held companies seeking to issue deferred compensation, which includes many types of equity-based compensation (i.e. stock options). The IRC prohibits the issuance of stock options with exercise prices below fair market value that are in-the-money. Tax penalties stemming from non-compliance can be severe, as both state and federal charges may apply; additionally, non-compliance can impede institutional financing or potential exit strategies. We have substantial expertise in this area and our work has withstood the toughest scrutiny from top tier-VCs, Big Four accounting firms, and most of the top venture law firms in the industry.

Valuations are a central component of Employee Stock Ownership Plans (ESOP) and are required by law, with severe penalties for non-compliance. We are typically engaged by the ESOP trustee as a financial advisor and perform services for the trustee related to company and stock valuations at ESOP inception and thereafter.

ASC 805
Purchase Price Allocations or ASC 805

Business combinations give rise to a number of financial reporting requirements for the stakeholders involved.  Companies with GAAP-based financial statements must comply with the guidance set forth in Accounting Standards Codification 805, by recognizing and allocating all balance sheet items in an acquisition.

This applies to all tangible and intangible assets and is typically referred to as a Purchase Price Allocation (PPA).  To remain compliant, generally any goodwill booked (or indefinite-lived intangible assets) must be tested at least annually under ASC 350.

ASC 820
Fair Value Measurement

Accounting Standards Codification (ASC) 820 is an accounting standard that requires investments to be reported at fair value. Financial Accounting Standards Board’s (FASB) Generally Accepted Accounting Principles (GAAP) defines fair value as the price of the asset in a transaction between participants in the open market. In other words, assets and liabilities should be valued at their market price rather than their purchase prices.

If you’re a venture capital firm or private equity firm, it’s crucial to assess the value of your investments at each financial reporting period. It can be challenging to value your investments when they are not traded in an active market, but a professional valuation specialist can help.

Since 2011, registration and disclosure requirements for hedge funds and other private funds increased due to the repeal of certain provisions.  Many hedge fund advisors are now required to register with the SEC and therefore require ongoing valuations to monitor illiquid investments.  We have successfully partnered with many PE and VC firms to provide them with valuations that are ASC 820 compliant.

ASC 815/820
Complex Securities -Convertible Notes, Warrants, Derivatives

The increasing use of complex securities and derivatives to mitigate risk led to the issuance of Accounting Standards Codification 815; the intent of the regulations was to improve financial reporting transparency surrounding any derivatives. ASC 815 sets forth the definition of a derivative instrument and specifies how to account for such instruments (i.e. embedded derivatives, hybrid instruments). The codification also includes guidance related to hedge accounting and the treatment of certain instruments as debt or equity.

ASC 718
Stock Option Strike Price and Expense Calculation

Accounting Standards Codification 718 requires companies that award their employees share-based payments to recognize the fair value of those awards. The provisions outline the standards for reporting such transactions and help navigate the overall economics. ASC 718-20 provides specific guidance for share-based payment awards that are classified as equity; the determination of fair value can become quite complex depending on the amount and terms of the grant/awards. We can assist both start-ups and established companies to ensure compliance with prevailing accounting pronouncements and that they expense the proper amount over the vesting period.

ASC 350/360
Impairment Testing

The incorporation of fair value metrics into financial reporting has created a number of new reporting considerations for business entities. Accounting Standards Codification 350 and Accounting Standards Codification 360 provide guidance to test the impairment of both tangible and intangible assets.

QSBS
Qualified Small Business Stock

QSBS, or Qualified Small Business Stock, refers to the capital gains tax exclusion available for certain investments in small business stocks. This exclusion is outlined in Section 1202 of the Internal Revenue Code and can provide significant tax benefits for investors who meet the specified criteria.

By accurately valuing the QSBS, investors can maximize their tax savings and ensure compliance with the relevant tax regulations. This valuation process is an important step in the overall strategy for managing and optimizing the tax implications of investments in qualified small business stocks.

 

 

IP Transfer
IP Transfer Valuations

IP Transfer Valuations are essential when companies engage in transactions involving the transfer of intellectual property, such as licensing, sale, or assignment. These valuations provide the necessary documentation and support to demonstrate that the transactions are conducted at arm’s length and in compliance with applicable tax regulations. They are particularly important in cross-border situations, mergers and acquisitions, intercompany transactions, and litigation or dispute resolution processes involving IP-related matters. By obtaining IP transfer valuations, companies can optimize their tax position, mitigate risks, and maintain a robust foundation for their intellectual property strategy.

ESOP
Employee Stock Ownership Plan

An ESOP (employee stock ownership plan) in the U.S. is an employee benefit plan that buys and holds company stock in accounts for the benefit of participants. When employees leave the company, they receive their stock, which the company must buy back from them at its fair market value (unless there is a public market for the shares). Private companies must receive an annual independent valuation to determine the price of their shares.


 

 

Three Reasons Why Us:
Valuation Expertise
Valuation Expertise

Valuing thousands of companies across a broad array of industries, from simple seed-funded businesses to significant private and public entities

Expert Guidance
Expert Guidance

Collaborating with seasoned professionals, including boards of directors, attorneys, consultants, accountants, and entrepreneurs

Strategic Regulatory Navigation
Strategic Regulatory Navigation

Successfully navigating extensive reviews by boards of directors, the SEC and auditors, while always supporting our clients’ positions and strategies

We’re Here to Help

Companies are faced with numerous financial decisions, many of which are one-time events. At Cabrillo Advisors, we know that the combination of our expertise with your knowledge of your company and industry can lead to optimal solutions.