評價產業現況及 評價實務分享
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評價產業現況及 評價實務分享. 19 Dec 2012 Presented by Jerry Chu. Government. Banks. Accountants. Compliance Decision Making Supervision. Finance. Audit Program Fair value accounting PPA, Impairment. Valuations. Minority Shareholders. Pricing Accounting Deal advice Regulatory issues Tax - PowerPoint PPT PresentationTRANSCRIPT
評價產業現況及評價實務分享
19 Dec 2012
Presented by Jerry Chu
© [year] [legal member firm name], a [jurisdiction] [legal structure] and a member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative ("KPMG International"), a Swiss entity. All rights reserved.
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Stakeholders in Valuation Process…..
Compliance
Decision Making
Supervision
Government
Audit Program
Fair value accounting
PPA, Impairment
Accountants
Deal making
Fairness opinion
Strategic Value
Financial modelling
M&A
Decision making
Dissenting Shareholders
Advice on public perception
Minority Shareholders
Journalists
Employee
Investment Publics
Other parties Pricing
Accounting
Deal advice
Regulatory issues
Tax
Debt finance advice
Equity finance advice
Valuations
Shareholder intelligence
Liaising with institutional shareholders
Decision Making
Managements
Finance
Banks
Valuation Experts
© [year] [legal member firm name], a [jurisdiction] [legal structure] and a member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative ("KPMG International"), a Swiss entity. All rights reserved.
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評價產業參與者
會計師事務所
專業鑑價公司
不動產公司 個人
承銷商 (證券商 )
投資銀行
© [year] [legal member firm name], a [jurisdiction] [legal structure] and a member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative ("KPMG International"), a Swiss entity. All rights reserved.
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What is Valuation?
Broadly defined, valuation involves the appraisal of:
Businesses and business interests
Tangible assets
Intangible assets
Financial assets
© [year] [legal member firm name], a [jurisdiction] [legal structure] and a member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative ("KPMG International"), a Swiss entity. All rights reserved.
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When are Valuations Required?
Acquisitions
Financial reporting
● Allocations of purchase price for financial reporting purposes (FAS 141)
Tax purposes
● Golden parachute payments (IRC 280g), allocations of purchase price for tax purposes (IRC 338)
Internal planning
● Deal pricing, fairness opinions, board advice
● Pre-deal allocation assessments (public and private)
© [year] [legal member firm name], a [jurisdiction] [legal structure] and a member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative ("KPMG International"), a Swiss entity. All rights reserved.
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The valuation…..
Transaction Valuation
Accounting Valuation
Impairment
Purchase Price Allocation
Fair Value Reporting
Fairness Opinion
Tax Valuation
Strategic Valuation
Pricing Exercise
Asset Valuation
Tax Filing Tax Dispute
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Approaches to Value—A Primer
The fair value of the asset reflects the price at which comparable assets are purchased under similar circumstances
Requires that comparable transactions be available. Most commonly found when the acquired asset is widely marketed to third parties
The fair value of an asset is estimated as a function of the current cost to purchase or replace the asset
Based upon the principle of substitution, which states that a prudent investor would pay no more for an asset than the amount necessary to replace the asset
Apply to any assetApply to any asset
Predicated upon the value of the future cash flows that an asset will generate over its remaining useful life
Step one involves a projection of the cash flows that the asset is expected to generate.
Step two involves converting these cash flows into a present value equivalent through discounting.
Market approachIncome approach Cost approach
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評價人的未來
Valuation in Accounting
License Matters?
Career Path of a Valuation Expert
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Case Study
HTC & VIA Patent Valuation
ASE acquisition of USI
CDFHC acquisition of KGI
YAGEO Buyout and Delisting
三合一
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Questions?