The Economics of Delaware Fair Value

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Publisher :
ISBN 13 :
Total Pages : 23 pages
Book Rating : 4.:/5 (129 download)

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Book Synopsis The Economics of Delaware Fair Value by : Brett A. Margolin

Download or read book The Economics of Delaware Fair Value written by Brett A. Margolin and published by . This book was released on 2005 with total page 23 pages. Available in PDF, EPUB and Kindle. Book excerpt: The most important and contested component of appraisal rights, the Fair Value standard, receives little attention in the literature on appraisal. While the literature provides theoretical treatments of appraisal's origin and availability, appraisal practice seldom engenders legal battles over such issues. Counsel, judges, and valuation experts, however, routinely grapple with Fair Value's construction as the petitioner's pro rata share of the entire company as a going concern. This article demonstrates that the same economic principles used to explain the economic structure of corporation law create appraisal's Fair Value standard. Fair Value's pro rata exclusion of minority discounts values the petitioner's interest absent managerial agency costs, and supports corporation law's economic function of decreasing corporations' cost of capital and thereby increasing the efficacy of the corporate form.

Defining Appraisal Fair Value

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Publisher :
ISBN 13 :
Total Pages : 44 pages
Book Rating : 4.:/5 (13 download)

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Book Synopsis Defining Appraisal Fair Value by : Ben Lucy

Download or read book Defining Appraisal Fair Value written by Ben Lucy and published by . This book was released on 2020 with total page 44 pages. Available in PDF, EPUB and Kindle. Book excerpt: Appraisal is a statutory mechanism that entitles dissenting stockholders of Delaware merger targets to receive a judicially determined valuation of their shares. During a decade when Delaware courts significantly constrained other legal avenues of merger dissent, appraisal petitions increased dramatically, with individual cases potentially implicating billions of dollars of stockholder value. Recent appraisal case law has sparked considerable controversy over the role of market prices in courts' appraisal valuations. Courts and commentators have struggled to articulate exactly when market prices are the best evidence of fair value, as well as what types of market prices are most relevant to appraisal fair value. This Note presents a revised conception of appraisal fair value that is informed by economic theory and rooted in Delaware corporate law's longstanding goals of facilitating capital formation and maximizing stockholder value.This Note proposes two changes to existing conceptions of merger deal prices in appraisal cases. First, the appraisal statute should be understood to exclude the value of reduced agency costs from appraisal awards. Second, when material nonpublic information is disclosed to the buyer but withheld from the market, both the appraisal statute and basic notions of market efficiency demand that courts take cognizance of it. The best way to operationalize these conceptual modifications is to presume that the target's unaffected stock price equals fair value unless the petitioner establishes that material information was withheld from the market.This approach adds needed clarity to the Delaware Supreme Court's salutary recent embrace of the efficient capital markets hypothesis in the appraisal context. Adopting it would increase stockholder value, encourage efficient change-of-control transactions, and simplify appraisal proceedings. It preserves appraisal's foundational role as a safeguard against the exploitation of minority stockholders by compensating them when the deal price omits suppressed material information.

Standards of Value

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Publisher : John Wiley & Sons
ISBN 13 : 1118238915
Total Pages : 496 pages
Book Rating : 4.1/5 (182 download)

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Book Synopsis Standards of Value by : Jay E. Fishman

Download or read book Standards of Value written by Jay E. Fishman and published by John Wiley & Sons. This book was released on 2013-04-12 with total page 496 pages. Available in PDF, EPUB and Kindle. Book excerpt: Expert direction on interpretation and application of standards of value Written by Jay Fishman, Shannon Pratt, and William Morrison—three renowned valuation practitioners—Standards of Value, Second Edition discusses the interaction between valuation theory and its judicial and regulatory application. This insightful book addresses standards of value (SOV) as applied in four distinct contexts: estate and gift taxation; shareholder dissent and oppression; divorce; and financial reporting. Here, you will discover some of the intricacies of performing services in these venues. Features new case law in topics including personal good will and estate and gift tax, and updated to cover the new standards issued since the first edition Includes an updated compendium discussing the standards of value by state, new case law covering divorce, personal goodwill, and estate and gift tax, and coverage of newly issues financial standards Shows how the Standard of Value sets the appraisal process in motion and includes the combination of a review of court cases with the valuator's perspective Addresses the codification of GAAP and updates SOV in individual states Get Standards of Value, Second Edition and discover the underlying intricacies involved in determining "value."

BVR's Guide to Fair Value in Shareholder Dissent, Oppression and Marital Dissolution

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Publisher : BVResources
ISBN 13 : 9781935081791
Total Pages : 0 pages
Book Rating : 4.0/5 (817 download)

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Book Synopsis BVR's Guide to Fair Value in Shareholder Dissent, Oppression and Marital Dissolution by : Adam Manson

Download or read book BVR's Guide to Fair Value in Shareholder Dissent, Oppression and Marital Dissolution written by Adam Manson and published by BVResources. This book was released on 2011-06-24 with total page 0 pages. Available in PDF, EPUB and Kindle. Book excerpt: Virtually every state has a dissenting stockholder statute, and now most states have minority oppression statutes. In almost all of these states, the statutory standard of value for stock is fair value, and recently some states have adopted the fair value standard for marital dissolutions. Appraisal actions under both dissent and oppression statutes are on the increase, and it is a fertile field for business appraisers. BVR's updated Guide couldn't come at a more opportune time, and provides a great resource for BV appraisers and attorneys to use whenever their work involves fair value as a standard of value in dissenting stockholder actions, judicial appraisals, marital dissolutions, and more.

Early Stage Valuation

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Publisher : John Wiley & Sons
ISBN 13 : 1119613671
Total Pages : 384 pages
Book Rating : 4.1/5 (196 download)

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Book Synopsis Early Stage Valuation by : Antonella Puca

Download or read book Early Stage Valuation written by Antonella Puca and published by John Wiley & Sons. This book was released on 2020-06-29 with total page 384 pages. Available in PDF, EPUB and Kindle. Book excerpt: Addresses significant developments in the valuation of early stage enterprises at fair value with emphasis on practical applications—features a broad selection of case studies of early stage valuation Early Stage Valuation: A Fair Value Perspective provides a comprehensive review of the current methodologies used to value Early Stage Enterprises (ESEs) at fair value for financial reporting, investment, and mergers and acquisitions. Author Antonella Puca, Senior Director with Alvarez & Marsal Valuation Services in New York, provides accurate, up-to-date information on recent guidelines and new approaches for valuation assessments. This authoritative guide examines how to apply market analysis, discounted cash flows models, statistical techniques such as option pricing models (OPM) and Monte Carlo simulation, the venture capital method and non-GAAP metrics to ESE valuation. The text considers the most recent AICPA, Appraisal Foundation and IPEV guidance, and examines developments in both academic research and venture capital investor practice. Numerous real-world case studies illustrate early stage valuation suitable for structuring sound, internally consistent business transactions. Covering current trends and the latest regulatory guidance in the area, this book: Provides step-by-step guidance on practical valuation applications Reflects current standards for ESE valuation, including the AICPA Guide to the Valuation of Portfolio Company Investments, the IPEV guidelines and guidance from the Appraisal Foundation Covers new approaches to the valuation of ESEs with option pricing models, Monte Carlo Simulation, calibration and non-GAAP metrics Offers an overview of start-up valuation Discusses how intangible assets are impacting the valuation of ESEs The book also includes contributions from Neil Beaton, Andreas Dal Santo, Alexander Davie, John Jackman and Mark Zyla. Early Stage Valuation: A Fair Value Perspective is an essential resource for valuation specialists, private equity and venture capital fund managers, analysts, attorneys, investment bankers, regulators and auditors, and investors with interest in the private equity and venture capital industry.

The Corporate Contract in Changing Times

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Publisher : University of Chicago Press
ISBN 13 : 022659940X
Total Pages : 364 pages
Book Rating : 4.2/5 (265 download)

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Book Synopsis The Corporate Contract in Changing Times by : Steven Davidoff Solomon

Download or read book The Corporate Contract in Changing Times written by Steven Davidoff Solomon and published by University of Chicago Press. This book was released on 2019-03-08 with total page 364 pages. Available in PDF, EPUB and Kindle. Book excerpt: Over the past few decades, significant changes have occurred across capital markets. Shareholder activists have become more prominent, institutional investors have begun to wield more power, and intermediaries like investment advisory firms have greatly increased their influence. These changes to the economic environment in which corporations operate have outpaced changes in basic corporate law and left corporations uncertain of how to respond to the new dynamics and adhere to their fiduciary duties to stockholders. With The Corporate Contract in Changing Times, Steven Davidoff Solomon and Randall Stuart Thomas bring together leading corporate law scholars, judges, and lawyers from top corporate law firms to explore what needs to change and what has prevented reform thus far. Among the topics addressed are how the law could be adapted to the reality that activist hedge funds pose a more serious threat to corporations than the hostile takeovers and how statutory laws, such as the rules governing appraisal rights, could be reviewed in the wake of appraisal arbitrage. Together, the contributors surface promising paths forward for future corporate law and public policy.

Escaping Paternalism

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Publisher : Cambridge University Press
ISBN 13 : 1107016940
Total Pages : 509 pages
Book Rating : 4.1/5 (7 download)

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Book Synopsis Escaping Paternalism by : Mario J. Rizzo

Download or read book Escaping Paternalism written by Mario J. Rizzo and published by Cambridge University Press. This book was released on 2019-12-05 with total page 509 pages. Available in PDF, EPUB and Kindle. Book excerpt: A powerful critique of nudge theory and the paternalist policies of behavioral economics, and an argument for a more inclusive form of rationality.

Lessons in Corporate Finance

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Publisher : John Wiley & Sons
ISBN 13 : 1119207428
Total Pages : 595 pages
Book Rating : 4.1/5 (192 download)

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Book Synopsis Lessons in Corporate Finance by : Paul Asquith

Download or read book Lessons in Corporate Finance written by Paul Asquith and published by John Wiley & Sons. This book was released on 2016-03-16 with total page 595 pages. Available in PDF, EPUB and Kindle. Book excerpt: A discussion-based learning approach to corporate finance fundamentals Lessons in Corporate Finance explains the fundamentals of the field in an intuitive way, using a unique Socratic question and answer approach. Written by award-winning professors at M.I.T. and Tufts, this book draws on years of research and teaching to deliver a truly interactive learning experience. Each case study is designed to facilitate class discussion, based on a series of increasingly detailed questions and answers that reinforce conceptual insights with numerical examples. Complete coverage of all areas of corporate finance includes capital structure and financing needs along with project and company valuation, with specific guidance on vital topics such as ratios and pro formas, dividends, debt maturity, asymmetric information, and more. Corporate finance is a complex field composed of a broad variety of sub-disciplines, each involving a specific skill set and nuanced body of knowledge. This text is designed to give you an intuitive understanding of the fundamentals to provide a solid foundation for more advanced study. Identify sources of funding and corporate capital structure Learn how managers increase the firm's value to shareholders Understand the tools and analysis methods used for allocation Explore the five methods of valuation with free cash flow to firm and equity Navigating the intricate operations of corporate finance requires a deep and instinctual understanding of the broad concepts and practical methods used every day. Interactive, discussion-based learning forces you to go beyond memorization and actually apply what you know, simultaneously developing your knowledge, skills, and instincts. Lessons in Corporate Finance provides a unique opportunity to go beyond traditional textbook study and gain skills that are useful in the field.

Liquidity, Markets and Trading in Action

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Publisher : Springer Nature
ISBN 13 : 3030748170
Total Pages : 111 pages
Book Rating : 4.0/5 (37 download)

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Book Synopsis Liquidity, Markets and Trading in Action by : Deniz Ozenbas

Download or read book Liquidity, Markets and Trading in Action written by Deniz Ozenbas and published by Springer Nature. This book was released on 2022 with total page 111 pages. Available in PDF, EPUB and Kindle. Book excerpt: This open access book addresses four standard business school subjects: microeconomics, macroeconomics, finance and information systems as they relate to trading, liquidity, and market structure. It provides a detailed examination of the impact of trading costs and other impediments of trading that the authors call rictions It also presents an interactive simulation model of equity market trading, TraderEx, that enables students to implement trading decisions in different market scenarios and structures. Addressing these topics shines a bright light on how a real-world financial market operates, and the simulation provides students with an experiential learning opportunity that is informative and fun. Each of the chapters is designed so that it can be used as a stand-alone module in an existing economics, finance, or information science course. Instructor resources such as discussion questions, Powerpoint slides and TraderEx exercises are available online.

Value Investing

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Publisher : John Wiley & Sons
ISBN 13 : 9780471398103
Total Pages : 302 pages
Book Rating : 4.3/5 (981 download)

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Book Synopsis Value Investing by : Martin J. Whitman

Download or read book Value Investing written by Martin J. Whitman and published by John Wiley & Sons. This book was released on 2000-10-09 with total page 302 pages. Available in PDF, EPUB and Kindle. Book excerpt: Die hier vorgestellte Methode des 'Value Investing' (Investitionsentscheidungen nach der Wertanalyse) lost die traditionelle Praxis ubertriebener Preisbeobachtungen ab. Die moderne Unternehmensbewertung wird von einem echten Value-Investor vorgestellt, der bekannt ist fur seine Treffsicherheit beim Kauf von unterbewerteten Unternehmen, die er spater wieder mit betrachtlichem Gewinn verkauft. "Value Investing" zeigt Ihnen, wie Sie von der Informationsvielfalt profitieren, z.B. von Fusionen und Akquisitionen und Unternehmens- oder offentlichen Finanzierungen. Whitman definiert die grundlegenden Faktoren, die den Unternehmenswert und ganze Markte beeinflussen konnen und befurwortet die Abkehr von der herkommlichen Analyse der Preisbewegungen und kurzfristigen Handelszielen.

Understanding Business Valuation

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Publisher : John Wiley & Sons
ISBN 13 : 1945498315
Total Pages : 1936 pages
Book Rating : 4.9/5 (454 download)

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Book Synopsis Understanding Business Valuation by : Gary R. Trugman

Download or read book Understanding Business Valuation written by Gary R. Trugman and published by John Wiley & Sons. This book was released on 2018-01-12 with total page 1936 pages. Available in PDF, EPUB and Kindle. Book excerpt: This fifth edition simplifies a technical and complex area of practice with real-world experience and examples. Expert author Gary Trugman's informal, easy-to-read style, covers all the bases in the various valuation approaches, methods, and techniques. Author note boxes throughout the publication draw on Trugman's veteran, practical experience to identify critical points in the content. Suitable for all experience levels, you will find valuable information that will improve and fine-tune your everyday activities.

Folk on the Delaware General Corporation Law, 7th Edition

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Publisher : Wolters Kluwer
ISBN 13 : 1543835376
Total Pages : 4994 pages
Book Rating : 4.5/5 (438 download)

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Book Synopsis Folk on the Delaware General Corporation Law, 7th Edition by : Welch, Saunders, Voss, and Land

Download or read book Folk on the Delaware General Corporation Law, 7th Edition written by Welch, Saunders, Voss, and Land and published by Wolters Kluwer. This book was released on with total page 4994 pages. Available in PDF, EPUB and Kindle. Book excerpt:

Understanding Business Valuation

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Publisher :
ISBN 13 :
Total Pages : 626 pages
Book Rating : 4.3/5 (555 download)

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Book Synopsis Understanding Business Valuation by : Gary R. Trugman

Download or read book Understanding Business Valuation written by Gary R. Trugman and published by . This book was released on 2008 with total page 626 pages. Available in PDF, EPUB and Kindle. Book excerpt:

Pay Without Performance

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Publisher : Harvard University Press
ISBN 13 : 9780674020634
Total Pages : 308 pages
Book Rating : 4.0/5 (26 download)

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Book Synopsis Pay Without Performance by : Lucian A. Bebchuk

Download or read book Pay Without Performance written by Lucian A. Bebchuk and published by Harvard University Press. This book was released on 2004 with total page 308 pages. Available in PDF, EPUB and Kindle. Book excerpt: The company is under-performing, its share price is trailing, and the CEO gets...a multi-million-dollar raise. This story is familiar, for good reason: as this book clearly demonstrates, structural flaws in corporate governance have produced widespread distortions in executive pay. Pay without Performance presents a disconcerting portrait of managers' influence over their own pay--and of a governance system that must fundamentally change if firms are to be managed in the interest of shareholders. Lucian Bebchuk and Jesse Fried demonstrate that corporate boards have persistently failed to negotiate at arm's length with the executives they are meant to oversee. They give a richly detailed account of how pay practices--from option plans to retirement benefits--have decoupled compensation from performance and have camouflaged both the amount and performance-insensitivity of pay. Executives' unwonted influence over their compensation has hurt shareholders by increasing pay levels and, even more importantly, by leading to practices that dilute and distort managers' incentives. This book identifies basic problems with our current reliance on boards as guardians of shareholder interests. And the solution, the authors argue, is not merely to make these boards more independent of executives as recent reforms attempt to do. Rather, boards should also be made more dependent on shareholders by eliminating the arrangements that entrench directors and insulate them from their shareholders. A powerful critique of executive compensation and corporate governance, Pay without Performance points the way to restoring corporate integrity and improving corporate performance.

Corporate Practice Series

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Publisher :
ISBN 13 :
Total Pages : 190 pages
Book Rating : 4.F/5 ( download)

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Book Synopsis Corporate Practice Series by :

Download or read book Corporate Practice Series written by and published by . This book was released on 2010 with total page 190 pages. Available in PDF, EPUB and Kindle. Book excerpt:

U.S. Mergers and Acquisitions

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Publisher : Springer Nature
ISBN 13 : 3030857352
Total Pages : 228 pages
Book Rating : 4.0/5 (38 download)

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Book Synopsis U.S. Mergers and Acquisitions by : Felix Lessambo

Download or read book U.S. Mergers and Acquisitions written by Felix Lessambo and published by Springer Nature. This book was released on 2021-11-02 with total page 228 pages. Available in PDF, EPUB and Kindle. Book excerpt: A merger or acquisition is one of the most significant events in the life of a firm and the consequences thereof are multi-faceted: Directors’ fiduciary duties, shareholders’ rights, valuation methods, structuring, and financing of the deal, to cite a few. Moreover, it requires an army of savvy professionals (accountants and investment banks, etc.) throughout the process; those understanding the technicalities of M&A guarantees and preventing costly missteps. This book explains the steps, distilling the process of both the legal and financial aspects of M&A, for both students and practitioners.

Purchase of Development Rights and the Economics of Easements

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Publisher :
ISBN 13 :
Total Pages : 36 pages
Book Rating : 4.:/5 (31 download)

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Book Synopsis Purchase of Development Rights and the Economics of Easements by :

Download or read book Purchase of Development Rights and the Economics of Easements written by and published by . This book was released on 1995 with total page 36 pages. Available in PDF, EPUB and Kindle. Book excerpt: