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Deal Structures: Legalities to Negotiate When Selling a Business

Viking Mergers

The IRS references seven designated asset classes on Form 8594 : Cash & Cash-like Assets Securities Accounts Receivable Inventory Other Tangible Property (Personal Property & Real Estate) Covenants Not to Compete & Other Intangible Property Goodwill & Going Concern Value.

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Focus on New Jersey Appraisal

Appraisal Rights

The trial court appointed an independent appraiser that provided two different valuations for the facility: one was a going-concern value of $5.54 million, and the other had a liquidation value of $7 million.

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ATTAINING REASONABLE CERTAINTY IN ECONOMIC DAMAGES CALCULATIONS

Value Scope

going-concern value) Human capital-related (e.g., Having analyzed and overseen the valuation of hundreds of businesses, our professionals have gained the technical background necessary to analyze complex intellectual property valuations including: Contract-related (e.g., patents, trade secrets) Goodwill-related (e.g.,

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FAIRNESS OPINION

The Mentor Group

Liquidation analysis may include the breakup value of the company in realizing the going-concern values of the various business segments, or the sale of the underlying assets of the company. Valuation approaches: comparable public company analysis, comparable transaction analysis and discounted cash flow analysis.

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BUSINESS VALUE vs. UNDERLYING ASSETS

The Mentor Group

This latter analysis should reflect a Chapter 7 shutdown of the business; it sets a parameter for determining how various debtors might be paid if the business no longer exists.

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How a New Regulatory Framework Could Contain Bank Runs and Promote Recovery

Reynolds Holding

Both measures represent a form of preventive, partial bail-in to preserve going-concern value for solvent intermediaries. Complementing going-concern recapitalization through contingent convertible bonds (CoCos) with redemption charges preventing runs largely addresses U.S. criticism of these instruments.

Banking 59
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STOCK vs. ASSET - ALLOCATION OF PURCHASE PRICE

The Mentor Group

6) section 197 intangibles (7) goodwill and going concern value. The classification of each asset determines how quickly or slowly the buyer can depreciate the stepped-up asset and offset his/her operating income.