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YHE WEEK Iix) REVti'~,'v-~. ~ - 2- J~:i,,S0, lg82 <br /> <br />I <br />I <br /> <br />special financial accounting. Similarly, buyers must adjust many corporate accounts to reflect <br />expenses realistically and, more importantly, to give a clear picture of real earning power. Com- <br />panies frequently overstate interest expenses, executive salaries, owners' perquisites, and deprecia- <br />tion expenses to hold down taxes. <br /> <br />I <br />I <br />I <br />I <br /> <br />Determine the Market Value of Fixed Assets. This is generally a straightforward job for a profes- <br /> sional commercial real estate appraiser, A separate appraisal of fixed assets is necessary because <br /> their value, which is usually subject to lower risk than intangible assets, tends to exceed that of <br /> intangible assets. <br /> <br />Agree on the Capitalization Rate. The parties must reach a consensus (as appropriate to the company <br /> and assets being evaluated) on the interest rate, so that the annual cost of owning the tangible <br /> assets eT the business can be calculated. To reach a realistic agreement, first determine an under- <br /> lying lending rate, which is usually 3 to 4 percentage points above inflation. Then calculate a <br /> penalty on the selling price equal to the extra cost of interest for a period of time (usually 1 to <br /> 3 years), based on the assumption that prevailing rates will decline. <br /> <br />I <br />I <br /> <br />Figure the Cost of Ownership. Given a good estimate of the fixed assets of a business and a defens- <br /> ible definition of the cost of money, determining the annual cost of owning the tangible assets is <br /> straightforward. Even if the prevailing rates are unstable, you can still make and state assump- <br /> tions. Such a method leads to an estimate of the dollar cost of owning the {angible asset portion <br /> of the business at temporarily higher rates for a specified period. <br /> <br />I <br /> <br />I <br />I <br />I <br /> <br />Calculate the Earning Power. Determine the stabilized earning power of the company after deducting <br /> the annual cost of ownership of tangible assets, which leads to a figure described as excess earn- <br /> ing power. <br /> <br />Determine the Right Multiple. This is done to estimate the value of the excess earnings. A rating <br /> scale helps account for such factors as risk, growth, industry, track record, and desirability. <br /> <br />Estimate the Actual Value. The estimated value of the business is the sum of the appraised value of <br /> tangible assets plus the value of the excess earnings. Deduct from this sum a penalty for the tem- <br /> porary extra cost of money in order to arrive at the estimated actual value. An alternative method is <br /> to project the income stream over a period of several years, determine an appropriate discount <br /> rate, and arrive at a net present value. <br /> <br />Conclusion <br /> <br />Don't take the calculated figure as an absolute statement of value. It is a beginning point for buyer <br /> and seller to check one another's assumptions, focusing the discussion on numerical judgments <br /> rather than on negotiating tactics. The actual selling price is often modified to reflect an entire <br /> package of money, securities, contract fees, perquisites and intangible benefits. <br /> <br />I <br />I <br />I <br /> <br />This technique is not appropriate for all acquisition situations-including start*ups, high technology <br /> companies, and professional service or information companies.'No method can eliminate the need <br /> for the large number of individual judgments necessary to arrive at an opinion of value. Both <br /> parties must clearly state and debate the underlying assumptions. By focusing on objective rather <br /> than emotional factors, buyers and sellers are better able to put together an acquisition package <br /> that accomplishes both of their goals. <br /> <br /> <br />