Fractional Interests

Business Valuation

Whether for purchase, sale, investment, gifting, recapitalization, or equity/option grants, establishing an understanding of value is crucial for decision makers.

What We Do:

Our financial valuation professionals apply decades of experience to the application of standard methodologies to provide independent valuations of:

Business Enterprises
Fractional Interests (aka “Discount Studies”)
Buy/Sell Agreements including Fairness Opinions
Financing/Recapitalization Scenarios including Solvency Opinions

A proper business valuation requires that the valuation team synthesize the unique characteristics of the subject business, including its:

historical and projected financial performance,
how it earns revenue and pays profits,
the market it serves,
the effects the greater economy has on the business
value drivers,
ability to pay a return to its equity holders,
the potential to successfully pass the business on to others.

A complete valuation analysis includes consideration of the three generally accepted valuation methodologies (Cost, Income and Market):

Cost /Asset Approach – measures the value of an asset by the cost to reconstruct or replace it with another of like utility. When applied to the valuation of equity in a business, value is based on the net aggregate fair market value of the entity’s underlying individual assets (“adjusted book value”).

Income Approach – measures the income-producing capability of an asset or business. The Income Approach estimates value based on the expectation of future cash flows that the asset or business will generate, such as cash earnings, cost savings, tax deductions, and the proceeds from disposition.

Market Approach – measures the value of an asset or business through an analysis of recent sales or offerings of comparable investments or assets. The Market Approach is applied by utilizing either the Guideline Public Company Method or the Guideline Transaction Method, or both.

Reconciliation – The results of each approach are reconciled and weighted in consideration of the nature of the business or interest being valued to form an opinion of value.

Our valuation analyses comply with USPAP (Uniform Standards of Professional Appraisal Practices) and, depending upon the situation, other applicable standards including Internal Revenue Ruling 59-60.

Fractional Interest Analyses (aka “Discount Studies”)

When valuing a fractional interest in a business, we may consider the applicability of discounts to the pro rata value of the interest in recognition of potential lack of marketability (“DLOM”) of the interest being valued and lack of control (“DLOC”) in the running of the subject business.

This is a very general overview of what it takes to provide a complete, independent opinion of value of a business. Please contact one of the senior professionals listed below to have a more detailed conversation.

How Marshall & Stevens can help with Business Valuation

Our Business Valuation team collaborates with our internal multi-disciplinary professionals to provide the value analyses and fresh independent opinions to fiduciaries, financing sources and investors for public and private company transactions.

Fairness Opinion

A Fairness Opinion from a disinterested valuation firm provides decision makers with an independent analysis of the transaction, unbiased by commissions and other potential conflicts.

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ESOP Valuation

Our ESOP Valuation professionals provide independent valuation and advisory services for ESOP formation and annual reporting. We work with corporate shareholders, independent trustees, trust committees, and ESOP...

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Solvency Opinions

A common myth is that when two parties are dealing at arm’s length there is no such thing as “too good of a deal.” This view ignores the laws relating to solvency.

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Frequently Asked Questions

Marshall & Stevens performs portfolio valuations for a large and diverse pool of investments and investment funds.
Marshall & Stevens provides forensic accounting, valuations, damages calculations, consulting, and expert witness testimony in a wide variety of litigation and arbitration cases.
Marshall & Stevens performs real estate appraisals for financing, estate and gift tax planning and reporting, buy/sell consideration, insurance, easements, property tax, and litigation.
Marshall & Stevens provides appraisals of machinery, equipment, vehicles, and special purpose property for financing, financial reporting, property tax, insurance, and litigation.
Marshall & Stevens has a large team of valuation professionals, all of which have industries where they have a particular expertise, including: agriculture, automotive, chemical, construction and engineering, consumer products, energy and infrastructure, entertainment and media, food and beverage, healthcare, hospitality and gaming, manufacturing and distribution, real estate, professional services, technology.
Marshall & Stevens has a team of specialist that assist business owners with understanding the current value of their business, how to increase value, and to provide exit strategies.
We work with your advisors to provide valuations that can be used to facilitate the formation of ESOPs, implementation of management incentive plans, stock options, etc. Your tax advisor will help you determine which incentive programs are best for you.
We work with our clients and their financial institutions, investors, insurance companies, and other trusted advisors to provide the independent value opinions they require.
A 409a analysis (IRS section 409a) refers to valuing the class of equity provided to parties without remuneration (as an incentive) for federal tax reporting purposes. The analysis is also required for financial reporting purposes (FASB ASC 718). The analysis typically requires a valuation of the underlying business or assets. Sometimes we can backsolve a value for the equity based upon a recent subject company transaction.
Each audit firm has their preference for the way certain financial instruments should be valued. We initiate a call with the audit team before performing the analyses to reduce the potential for delays and surprises.
We review financial projections against past performance, comparable company performance, and industry forecasts. We ask for support from our clients, as necessary, to make us comfortable with their projections and to provide an explanation in our valuation report.
We focus on efficiency. Our team includes senior valuation professionals with experience working at international audit firms – they did the same review work your audit firm valuation professionals do – making them a great resource to our clients. These specialists understand the materiality thresholds while meeting regulatory requirements.

We provide negative and positive assurance letters upon request.

The Marshall & Stevens Difference

Marshall & Stevens provides Fairness and Solvency Opinions, valuation analyses, investigative accounting, and expert witness services to assist public and private clients with their important transactions and litigation matters.

Our Locations

Client Highlights

Here are a few client success stories from public and private companies we’ve worked with

More Client Highlights

Business Valuation Contacts at Marshall & Stevens

John Agogliati

ASA, CFA, MBA

Senior Managing Director

Background

John Agogliati is Senior Managing Director for Marshall & Stevens Transaction Advisory Services, LLC providing Dispute Resolution & Litigation Support, Fairness Opinions & Solvency Opinions.

Mr. Agogliati has been in the financial valuation industry since 1998. He performs valuation analyses of closely held companies, financial instruments, derivatives, and complex assets for transactions, litigation, estate and gift tax planning and reporting, and financial reporting purposes in a variety of industries. He leads Fairness Opinion and Solvency Opinion assignments.

Mr. Agogliati serves as a valuation consultant and as an expert witness in matters such as business interruption, breach of contract, product liability, shareholder oppression, legal malpractice, and accountant malpractice, among others for matters that have come before bench trials, jury trials and panel arbitrations.

Prior to joining Marshall & Stevens in 2017, Mr. Agogliati worked in the valuation practice of multiple accounting firms including Deloitte, LLP. Mr. Agogliati earned a Master of Business Administration degree in Finance and a Bachelor of Science in Chemical Engineering with a minor in Economics from Lehigh University. He is a Chartered Financial Analyst (CFA®) Charterholder and an Accredited Senior Appraiser (“ASA”) in business valuation. He is a member of the CFA Institute, the New York Society of Security Analysts and the American Society of Appraisers.

Professional Highlights

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Member, CFA Institute
Member, New York Society of Security Analysts
Member, American Society of Appraisers

Marshall & Stevens, Inc.
Senior Managing Director, 2017-present
Anchin, Block & Anchin LLP
Senior Consultant, 2017
Berdon LLP
Principal – Litigation, Valuation and Dispute Resolution Group, 2004-2017
Deloitte & Touche
Manager, 1998-2004
Fuss & O’Neill
Chemical Engineer, 1995-1996
Ogden Martin Systems
Chemical Engineer, 1994-1995

Darleen Armour

ASA, MBA

Managing Director

Background

Darleen Armour is a Managing Director for the Financial Valuation and Consulting practice with Marshall & Stevens. She is responsible for all financial valuation assignments in the West Region. Ms. Armour leads the Technical Standards Committee for the national Financial Valuation & Consulting practice.

Ms. Armour has been in the valuation business since 1987. Her experience includes Fairness Opinions, Solvency Opinions and the valuation of businesses, intangible assets, and securities for financial reporting purposes (purchase price allocation and impairment), estate and gift tax reporting, equity compensation/stock options (IRC 409A), ESOPs, and litigation support.

Ms. Armour works with public and private companies in a wide range of industries. She has a great amount of experience in the valuation of entertainment and media companies and their intangible assets including film libraries and music catalogs.

Prior to joining Marshall & Stevens, Ms. Armour has served as Director of BDO’s Valuation and Business Analytics practice, Senior Vice President at FMV Opinions, Inc., and Senior Vice President at Houlihan Lokey Howard & Zukin, Inc.

Ms. Armour served as an Adjunct Professor at California State University, Fullerton teaching a Graduate Level Business Valuation/Mergers & Acquisition Course from 2010 to 2018.

Ms. Armour has been qualified as an expert witness, has provided testimony, and been a neutral third appraiser in arbitration and legal proceedings.

She is an active member of the Association for Corporate Growth having served on the Orange County Board of Directors from 2001 – 2020 and is a member of the Membership Committee for the Los Angeles Chapter of the Association for Corporate Growth.

Professional Highlights

Member, Association for Corporate Growth
- Membership Committee, Los Angeles Chapter
- Orange County Board of Directors, 2001-2020

Marshall & Stevens, Inc.
October 2015-present
‣ Managing Director, Financial Valuation & Consulting, 2019-present
‣ Director, Financial Valuation & Consulting, 2015-2019
BDO
Director, Valuation & Business Analytics, 2014-2015
FMV Opinions
Senior Vice President, 2012-2014
Cronkite & Kissell
Principal, 2001-2012
Houlihan Lokey
Senior Vice President, 1987-2001

California State University, Fullerton
Adjunct Professor, 2010-2018
‣ Business Valuation/Mergers & Acquisitions (graduate level)

David Gaynor

ASA, CEIV

National Practice Leader

Background

David A. Gaynor, ASA, is a National Practice Leader for our Financial Valuation Practice and Managing Director of our Healthcare Valuation Practice. Mr. Gaynor’s responsibilities include overseeing the delivery of valuation services to the Firm’s financial valuation clients.

Mr. Gaynor has more than 22 years of consulting experience, specializing in the valuation of businesses and business interests, intangible assets, liabilities, and complex securities in connection with mergers and acquisitions, financing, estate and gift tax planning, charitable contributions, litigation support services, strategic planning, fairness opinions, Employee Stock Ownership Plans (ESOPs), accounting matters, and recapitalizations. Mr. Gaynor has served clients in a wide variety of industries, including the healthcare, food & beverage, restaurant, consumer products, telecommunication and manufacturing industries.

Prior to joining Marshall & Stevens, Mr. Gaynor led the Healthcare Valuation Group at Crowe, LLP. He has also been employed at CohnReznick, LLP and EisnerAmper, as well as Management Planning Inc. and Pluris Valuation Advisors, LLC.

Mr. Gaynor earned a Bachelor of Science in Finance from The College of New Jersey in Ewing, NJ.

Mr. Gaynor is an Accredited Senior Appraiser (ASA) in business valuation with the American Society of Appraisers. In addition, Mr. Gaynor is a Member of the Appraisal Issues Task Force (AITF), a Board Member of the Towson University Family Network, and a Member of the Montgomery Township, NJ Budget and Finance Committee. Mr. Gaynor is a frequent writer and speaker on valuation topics.

Professional Highlights

Member, Appraisal Issues Task Force
Board Member, Towson University Family Network
Member, Montgomery Township, NJ Budget and Finance Committee

Marshall & Stevens, Inc.
December 2019-present
‣ Managing Director, Northeast Financial Valuation Practice Leader, 2023-present
‣ Managing Director, 2019-2023
Crowe
February 2014-November 2019
‣ Managing Director, Healthcare Valuation Services Leader, 2019
‣ Senior Manager, 2014-2019
CohnReznick LLP
Senior Manager, 2012-2014
Pluris Valuation Advisors LLC
Vice President, 2010-2012
Management Planning, Inc.
Vice President, 2008-2010
Valuation Research Corporation
Vice President, 2007-2008
Crowe Horwath LLP
Manager, 2004-2007
EisnerAmper
Supervisor, 2002-2003

Jeffrey S. Pickett

ABV, CFE, CFF, CPA

Managing Director

Background

Jeff Pickett is a Managing Director with more than twenty years of experience working in business, intellectual property valuation, and commercial litigation support. He joined Marshall & Stevens in 2023 with the acquisition of Lone Peak Valuation Group.

Mr. Pickett is an expert in performing business and intellectual property valuations for transaction, income tax, gift and estate tax, financial reporting, and dispute purposes. He is also frequently called on to compute commercial litigation damages and has testified as an expert witness in Federal Court, Utah State Court, and various other state courts.

In addition to valuation and litigation, Mr. Pickett has significant experience in the areas of forensic accounting, fraud investigation, and bankruptcy and troubled company consulting.

Professional Highlights

Member, American Institute of Certified Public Accountants
Member, Utah Association of Certified Public Accountants
Member, Association of Certified Fraud Examiners

Lone Peak Valuation Group
Managing Director, 2012-present
Rocky Mountain Advisory, LLC
Manager, 2010-2012
PricewaterhouseCoopers, LLP
Senior Associate, 2003-2010

James Sieman

ASA

Managing Director

Background

James Sieman serves as a Principal and Managing Director for the Financial Valuation & Consulting practice of Marshall & Stevens Incorporated. Mr. Sieman is responsible for all financial and multidisciplinary assignments in the Southeast Region.

Active in the valuation profession since 1998, Mr. Sieman provides financial valuation and consulting services to private sector clients and publicly traded companies in a broad range of industries as well as to government agencies. Areas of specialization include complex valuation studies and consulting engagements requiring a financial or multidiscipline approach relating to Fairness Opinions for mergers & acquisitions, intellectual and other intangible property for allocation (ASC 805) and transfer pricing, estate & succession planning and reporting, employee stock ownership plans (ESOPs), stock options, warrants, SARS, etc. (ASC 718/IRC 409a), recapitalizations and equity financing, bankruptcy, reorganization, divestitures, litigation support for dissolutions, stockholder and ad valorem disputes, and SEC and IRS Compliance.

Mr. Sieman received a B.S. degree in Finance from Purdue University. He attends numerous educational seminars in valuation theory and practice. Mr. Sieman is an Accredited Senior Appraiser (ASA) of the American Society of Appraisers.

Professional Highlights

Marshall & Stevens, Inc.
Managing Director, 2009-present
Kroll
Director, 2005-2008
Shepard Schwartz & Harris LLP
Director, 2003-2005
Marshall & Stevens, Inc.
Manager, 1998-2003

Roger W. Smith

ABV, CFF, CGMA, CPA

Managing Director

Background

Roger Smith is a Managing Director with thirty years of experience providing consulting and business valuation services to clients involved in a very wide range of industries. He joined Marshall & Stevens in 2023, with the acquisition of Lone Peak Valuation Group. He has been primarily involved with valuing businesses, intellectual property and ownership interests for transactions, buy/sells, disputes and financial reporting purposes.

Mr. Smith is a Certified Public Accountant, Accredited in Business Valuation and Certified in Financial Forensics by the American Institute of Certified Public Accountants. Mr. Smith has hundreds of hours of additional training in the areas of valuation, litigation, and lost profit calculations. He has testified in Federal Court, State Court, Arbitrations, and acted as a court appointed expert and special litigation committee member.

Professional Highlights

Member, American Institute of Certified Public Accountants
Member, Utah Association of Certified Public Accountants
- Chairman of the Business Valuation Committee (2001-2002, 2002-2003)
Member, National Association of Certified Valuators and Analysts
- Co-Instructor NACVA-Valuing Intellectual Property
- Instructor NACVA-Valuing Intellectual Property for Financial Reporting Purposes
Member, Supreme Court’s Oversight Committee for the Office of Professional Conduct (2019-present)
Board Member, School of Accounting Advisory Board, University of Utah (2019-present)

Lone Peak Valuation Group
Managing Director, 2008-present
LECG, LLC
Director, 2001-2008
PricewaterhouseCoopers, LLP
Manager, 1995-2001

John F. Spude

ASA, MBA

Principal, Executive Managing Director

Background

John F. Spude, ASA is a Principal and Executive Managing Director for Marshall & Stevens.

Mr. Spude leads Marshall & Stevens’ Senior Management Team oversight to the Energy & Infrastructure (“E&I”), Financial Valuation (“FIN”), Machinery & Equipment (“M&E”), and Transaction Advisory Services (“TAS”) practices, and a member of the Fairness and Solvency Opinion Review Committee.

Mr. Spude’s responsibilities include working closely with and being a resource to the leadership of each of the firms acquired by Marshall & Stevens. He also provides oversight to the E&I, FIN, M&E and TAS practices of Marshall & Stevens. He is a longtime member of Marshall & Stevens’ internal review committee for Fairness and Solvency Opinion analysis.

Active in the valuation profession since 1983, Mr. Spude led the national Financial Valuation & Consulting practice for Marshall & Stevens until 2023. He has managed and performed thousands of analyses including valuations for public and closely held companies, the valuation and lifing of intellectual properties and intangible assets, the quantification of economic obsolescence in tangible asset valuations, and the analysis and valuation of reporting units, debt and equity securities, and tangible and intangible assets.

Mr. Spude led analyses for financial reporting, tax planning and reporting, buy/sell consideration, ESOP compliance, and dispute resolution. He has provided expert witness testimony in valuations and economic damage assessments in the states of Colorado, Florida, Illinois, Minnesota, Tennessee, and Texas.

Mr. Spude is an Accredited Senior Appraiser (“ASA”) of the American Society of Appraisers and a member of the Business Valuation Association. Mr. Spude has been an instructor of the Uniform Standards of Professional Appraisal Practice (USPAP).

Professional Highlights

Member, Business Valuation Association

Marshall & Stevens, Inc.
Principal, Executive Managing Director, 2009-present
Kroll Associates, Inc.
Managing Director, 2005-2008

Matthew R. West

ASA, MBA

Practice Leader

Background

Matthew R. West, is a Principal and Executive Managing Director with Marshall & Stevens Incorporated. He serves as National Practice Leader for the Healthcare Practice and the Energy & Infrastructure Practice. He is also active in the Financial Valuation & Consulting Practice.

Mr. West specializes in the valuation of healthcare systems, physician practices, business enterprises, debt and equity instruments, and intangible assets. Analyses performed are used for compliance and consulting purposes including buy/sell consideration, purchase price allocation (FASB ASC 805), capital stock/stock option valuations (IRC 409A, FASB ASC 718), impairment (FASB ASC 350), estate and gift tax reporting, ESOP formation and reporting, and financial reporting of complex financial instruments including auction-rate securities (FASB ASC 820). He also leads Fairness Opinion engagements.

Mr. West has a specialty in the valuation of dialysis centers and practices.

Mr. West has provided expert witness testimony in valuation and economic damage assessments on separate occasions in the states of Colorado and Oklahoma.

Mr. West earned a Master's in Business Administration with an emphasis in Accounting and Taxation from St. Louis University and a Bachelor of Science in Business Administration and Finance from the University of Kansas.

Mr. West is an Accredited Senior Appraiser (“ASA”) of the American Society of Appraisers, in the Business Valuation discipline and in Intangible Asset Valuation. He has also received a Certification of Completion, American Society of Appraisers— Advanced Multidisciplinary Healthcare Valuation Education Program.

Professional Highlights

Marshall & Stevens, Inc.
Executive Managing Director, 2002-present

Business Valuation

What We Do:

Fractional Interest Analyses (aka “Discount Studies”)

Related Content

How Marshall & Stevens can help with Business Valuation

Frequently Asked Questions

The Marshall & Stevens Difference

Client Highlights

Business Valuation Contacts at Marshall & Stevens

ASA, CFA, MBA

Senior Managing Director

Background

Professional Highlights

ASA, MBA

Managing Director

Background

Professional Highlights

ASA, CEIV

National Practice Leader

Background

Professional Highlights

ABV, CFE, CFF, CPA

Managing Director

Background

Professional Highlights

ASA

Managing Director

Background

Professional Highlights

ABV, CFF, CGMA, CPA

Managing Director

Background

Professional Highlights

ASA, MBA

Principal, Executive Managing Director

Background

Professional Highlights

ASA, MBA

Practice Leader

Background

Professional Highlights

Relevant Insights

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