There might be a few holdouts, but when offered stock worth billions of dollars more than
the fair value of their company, most boards will ultimately acquiesce to such an offer.
The study of financial statements (often called «fundamental analysis») is the only real way to assess
the fair value of a company.
Other Revenue was $ 3.5 million, up from $ 3.4 million in the prior quarter, primarily reflecting increased revenues from the company's OnDeck - as - a-Service (ODaaS) business, offset by a $ 0.7 millionreduction in
the fair value of the Company's loan servicing asset.
The income approach estimates
the fair value of a company based on the present value of the company's future estimated cash flows and the residual value of the company beyond the forecast period.
At the time of the tender offer,
the fair value of the Company's common stock was $ 12.95 per share and
the fair value of the Company's Series A through F convertible preferred stock ranged from $ 12.95 to $ 14.51 per share.
The purchase price, excluding transaction costs, consisted of $ 49,756 of the Company's Series F redeemable convertible preferred stock, $ 195 in fair value of warrants to purchase the Company's Series F redeemable convertible preferred stock and $ 262 in
fair value of the Company's vested stock options.
Pursuant to ASC 805 - 10, under the acquisition method, the total estimated purchase price (consideration transferred) as described in Note 3, Preliminary Purchase Price Allocation, is measured at the acquisition closing date using
the fair value of the Company's common stock on that date.
The purchase price per share in the tender offer represented an excess to
the fair value of the Company's outstanding common stock and Series A through Series F convertible preferred stock, as determined by the Company's most recent valuation of its capital stock at time of the transaction.
For these reasons, we believe today's valuation neither reflects
the fair value of the company's search business nor gives any credit for its many non-search businesses; therefore, the stock price underestimates the company's true value.
The net loss for the three months ended June 30, 2017 was $ 2.3 million, including non-cash income of $ 1.2 million related to a gain recognized on the expiration of warrants, which was offset by a non-cash expense of approximately $ 3.3 million on the change in
fair value of the company's warrant liability.
For this investment, two family offices analyzed the marketplace and the business model, while a third office determined
the fair value of the company.
Book value is
the fair value of a company's assets that, theoretically, shareholders would receive if the company were liquidated (meaning it sold all of its assets and paid all of its debt).
The study of financial statements (often called «fundamental analysis») is the only real way to assess
the fair value of a company.
Consequently, the orange line represents the theoretical
fair value of each company over the past decade (since 2003 or shorter if the company was in public in 2003).
The following table presents the estimated pre-tax change in
fair value of the Company's financial instruments as of December 31, 2007 from instantaneous shifts in interest rates.
I'm not as worried about
the fair value of these companies, because they never seem to be at fair value.
Not exact matches
«In determining
fair values for our private investments, we continued to follow our long - established process
of considering a variety
of company - specific and market - based factors,» the statement said.
As well, the
company's gross margins before
fair value adjustments shrunk from 58 per cent
of sales or $ 12.5 million, compared to 64 per cent
of sales or $ 6.2 million in the fiscal third quarter a year ago.
It aims to arrive at the
fair market price
of a
company by calculating anticipated future cash flows at the present
value.
That increases the shares outstanding and dilutes the stake
of existing shareholders, since shares issued by the
company through the exercise
of options are not sold in exchange for cash at
fair market
value but are exercised at a discount.
The
Company determined that the carrying
value of the Lighting Products segment was in excess
of the segment's
fair value during the third quarter
of fiscal 2018 in connection with the preparation
of the financial statements for such period, resulting in an impairment charge.
Oracle CEO Mark Hurd tells CNBC's «Closing Bell» the
company offered NetSuite a «
fair offer»
of $ 109 a share in a deal
valued at $ 9.3 billion.
While a board
of directors has a duty to maximize shareholder
value by running a
fair sales process, the Murdochs own about 17 percent
of Fox and control the
company through voting shares.
According to the International Business Brokers Association, a
company's
value is determined by a compilation
of factors such as sales, earnings, performance, market outlook, personnel, net book
value, and the
fair market replacement
value of equivalent operating assets.
It is not in the best interest
of a
company to pay their employees less than
fair value and risk creating high turnover.
First Round based its performance evaluations on the difference in a
company's valuation between the VC firm's initial investment and current
fair market
value for the
company or
value at the time
of an exit.
Percentage
of companies surveyed that had failed to — document the
fair value of recent stock options awarded to investors or employees 53 %
When Jim Hotze and Kent Watts decided to merge their businesses, they opted for a quick, relatively cheap «limited valuation» to determine the
fair market
value of each
company.
The
fair value of inventory reflects the acquired
company's cost
of manufacturing plus a portion
of the expected profit margin.
A stock appreciation right entitles a participant to receive a payment, in cash, common stock, or a combination
of both, in an amount equal to the difference between the
fair market
value of the stock at the time
of exercise and the exercise price
of the award, which may not be lower than the
fair market
value of the
Company's common stock on the day
of grant.
The significant unobservable inputs used in the
fair value measurement
of the
Company's trade finance investments are market yields.
A stock appreciation right gives a participant the right to receive the appreciation in the
fair market
value of Company Common Stock between the date
of grant
of the award and the date
of its exercise.
The exercise price per share
of each stock appreciation right may not be less than the
fair market
value of a Share on the date
of grant, except in certain situations in which we are assuming or replacing stock appreciation rights granted by another
company that we are acquiring.
The
Company recognizes compensation expense equal to the grant date
fair value of the common stock on a straight - line basis over the period during which the employee is required to perform service in exchange for the award.
If we assume 9 % compounded annual NOPAT growth for the next decade while the
company maintains its 15 % ROIC, the stock has a
fair value of $ 39 / share today.
The
Company utilized estimated
fair values at the closing date
of the 2015 Merger for the preliminary allocation
of consideration to the net tangible and intangible assets acquired and liabilities assumed.
Andrew Smithers, one
of the few other analysts who foresaw the credit implosion and remains a credible voice now, concurred last week in an interview with my friend Kate Welling (a former Barrons» editor now at Weeden &
Company): «The good news so far is that the stock market got down to pretty much
fair value or even, possibly, a tickle below it, at its March bottom.
The
fair value of our common stock has been determined in accordance with applicable elements
of the practice aid issued by the American Institute
of Certified Public Accountants, Valuation
of Privately Held
Company Equity Securities Issued as Compensation.
Because there is no public market for our common stock, our board
of directors determined the common stock
fair value at the stock option grant date by considering several objective and subjective factors, including the price paid by investors for our preferred stock, our actual and forecasted operating and financial performance, market conditions and performance
of comparable publicly traded
companies, developments and milestones in our
company, the rights and preferences
of our common and preferred stock, the likelihood
of achieving a liquidity event, and transactions involving our preferred stock.
The
Company records advertising and marketing development fund programs with customers as a reduction to revenue unless it receives an identifiable benefit in exchange for credits claimed by the customer and can reasonably estimate the
fair value of the identifiable benefit received, in which case the
Company records it as a marketing expense.
Given the absence
of a public trading market
of our common stock, and in accordance with the American Institute
of Certified Public Accountants Accounting and Valuation Guide, Valuation
of Privately - Held
Company Equity Securities Issued as Compensation, our board of directors exercised reasonable judgment and considered numerous and subjective factors to determine the best estimate of fair value of our common stock, including independent third - party valuations of our common stock; the prices at which we sold shares of our convertible preferred stock to outside investors in arms - length transactions; the rights, preferences, and privileges of our convertible preferred stock relative to those of our common stock; our operating results, financial position, and capital resources; current business conditions and projections; the lack of marketability of our common stock; the hiring of key personnel and the experience of our management; the introduction of new products; our stage of development and material risks related to our business; the fact that the option grants involve illiquid securities in a private company; the likelihood of achieving a liquidity event, such as an initial public offering or a sale of our company given the prevailing market conditions and the nature and history of our business; industry trends and competitive environment; trends in consumer spending, including consumer confidence; and overall economic indicators, including gross domestic product, employment, inflation and interest rates, and the general economic o
Company Equity Securities Issued as Compensation, our board
of directors exercised reasonable judgment and considered numerous and subjective factors to determine the best estimate
of fair value of our common stock, including independent third - party valuations
of our common stock; the prices at which we sold shares
of our convertible preferred stock to outside investors in arms - length transactions; the rights, preferences, and privileges
of our convertible preferred stock relative to those
of our common stock; our operating results, financial position, and capital resources; current business conditions and projections; the lack
of marketability
of our common stock; the hiring
of key personnel and the experience
of our management; the introduction
of new products; our stage
of development and material risks related to our business; the fact that the option grants involve illiquid securities in a private
company; the likelihood of achieving a liquidity event, such as an initial public offering or a sale of our company given the prevailing market conditions and the nature and history of our business; industry trends and competitive environment; trends in consumer spending, including consumer confidence; and overall economic indicators, including gross domestic product, employment, inflation and interest rates, and the general economic o
company; the likelihood
of achieving a liquidity event, such as an initial public offering or a sale
of our
company given the prevailing market conditions and the nature and history of our business; industry trends and competitive environment; trends in consumer spending, including consumer confidence; and overall economic indicators, including gross domestic product, employment, inflation and interest rates, and the general economic o
company given the prevailing market conditions and the nature and history
of our business; industry trends and competitive environment; trends in consumer spending, including consumer confidence; and overall economic indicators, including gross domestic product, employment, inflation and interest rates, and the general economic outlook.
All stock options and stock appreciation rights will have an exercise price equal to at least the
fair market
value of our common stock on the date the stock option or stock appreciation right is granted, except in certain situations in which we are assuming or replacing options granted by another
company that we are acquiring.
Each non-employee director who, as
of the date
of this offering, is serving on our board
of directors and is expected to continue his or her service following this offering will be granted an option to purchase shares
of our Class A common stock with a grant date
fair value of $ 50,000 (or, if such director is unaffiliated with any significant stockholder
of the
Company, $ 75,000) on the date the shares subject to this offering are priced.
On the date the shares subject to this offering are priced, each non-employee director who, as
of the date
of this offering, is serving on our board
of directors and is expected to continue his or her service following this offering will be granted (a) an option to purchase shares
of our Class A common stock with a grant date
fair value of $ 50,000 (or, if such director is unaffiliated with any significant stockholder
of the
Company, $ 75,000) and (b) to the extent such director is (i) unaffiliated with any significant stockholder
of the
Company and (ii) the chairman
of any committee
of our board
of directors, an additional option to purchase shares
of our Class A common stock with a
fair value of $ 10,000 with respect to each such chairmanship.
Upon exercise
of a stock appreciation right, the participant will receive payment from the
Company in an amount determined by multiplying (a) the difference between (i) the
fair market
value of a share on the date
of exercise and (ii) the exercise price times (b) the number
of shares with respect to which the stock appreciation right is exercised.
On June 14, 2017, the
Company transferred an aggregate of 129,238 shares of common stock of its parent company Croe, held in treasury by the Company, to certain officers and consultants of the Company in exchange for their services in connection with the Transaction, valued at $ 258,476 based on the fair value of the shares on the measuremen
Company transferred an aggregate
of 129,238 shares
of common stock
of its parent
company Croe, held in treasury by the Company, to certain officers and consultants of the Company in exchange for their services in connection with the Transaction, valued at $ 258,476 based on the fair value of the shares on the measuremen
company Croe, held in treasury by the
Company, to certain officers and consultants of the Company in exchange for their services in connection with the Transaction, valued at $ 258,476 based on the fair value of the shares on the measuremen
Company, to certain officers and consultants
of the
Company in exchange for their services in connection with the Transaction, valued at $ 258,476 based on the fair value of the shares on the measuremen
Company in exchange for their services in connection with the Transaction,
valued at $ 258,476 based on the
fair value of the shares on the measurement date.
On March 9, 2017, the
Company issued 125,000 shares
of common stock
of the
Company to an employee
of the
Company, in exchange for an initial investment made in the form
of cryptocurrency,
valued at $ 100,000, based on the
fair value of the investment on the date
of such investment.
The
Company will account for the transaction by using its historical information and accounting policies and adding the assets and liabilities
of Streetcar as
of the acquisition date at their respective
fair values.
The tender offer closed in September 2011, and at the close
of the transaction, the
Company recorded $ 34.7 million as compensation expense related to the excess
of the selling price per share
of common stock paid to the
Company's employees and consultants over the
fair value of the tendered share, and $ 35.8 million as deemed dividends in relation to excess
of the selling price per share
of common and preferred stock paid to existing investors in excess
of the
fair value of the shares tendered.
In addition, based on the
fair value of the shares
of common stock
of the
Company at the time
of issuance, the
Company recorded an additional $ 100,000
of share based compensation expense related to the transaction.