Valuations

Welch Capital Partners provides independent and objective valuations of your business and intangible assets.

Led by chartered business valuators (CBVs), our valuation team provides meaningful insight into your company and industry, along with a careful analysis of your historical and projected financials.

OUR EXPERTISE

For over 20 years, our team has delivered credible, independent and objective valuations for a variety of purposes, including:

  • Mergers and acquisitions (buy-side and sell-side)
  • Capital raising or refinancing (equity and debt)
  • Financial reporting, such as purchase price allocations, goodwill and intangible asset impairments
  • Portfolio investments, such as private equity and venture capital
  • Business succession planning
  • Transfers of assets or divisions to other legal entities (including overseas)
  • Reverse takeovers or go-private transactions, including fairness opinions
  • Tax reorganizations and compliance
  • Transfers of a family business to the next generation
  • Business restructuring, corporate reorganization and distressed sales
  • Insurance coverage for shareholders’ or partners’ agreements
  • Evaluation of strategic options or development of business strategies to unlock value
  • Disputes between shareholders or owners, including mediations and arbitrations

WHAT WE DO

Chartered business valuators are business valuation specialists. They are governed by the CBV Institute, Canada’s only designation authority dedicated to business valuation.

UNDERSTAND VALUE

CBVs are uniquely trained to uncover risks, find hidden value, and enable wise, valuation-based business decisions. A CBV helps you understand and measure value on how each key element of your business impacts your business value.

MAXIMIZE VALUE

CBVs create & maximize shareholder value. They identify the most profitable opportunities for growth for your business and unlock the intangible assets that are not on the balance sheet — assets that will drive value, such as customer relationships, community relations, management capabilities and alliances.

PROTECT VALUE

CBVs understand business risk. They also understand what you need to do to safeguard the value of your business. A CBV provides you with a constructive plan to help you not only protect the value you have already created, but mitigate risk and maintain value into the future.

WHO WE ARE

MERGERS AND ACQUISITIONS ADVISORS

Most sellers want to know what their business is worth before they commit to a rigorous and time-consuming sale process.

Most buyers want to make sure they can get a strong return on investment (ROI) from the price they pay to acquire a business.

CBVs are well versed in determining the value of the business for both buyers and sellers. They apply their expertise to assess the fair market value of a business from its fundamentals, using quantitative and qualitative analysis, as well as the synergistic benefits that create additional value or return.

Our team helps buyers and sellers understand each other’s perspectives on value and close the “value expectations gap” in buy and sell transactions.

BUSINESS ADVISORS

CBVs help those involved in a transaction understand the drivers that create business value and provide advice on how business value can be optimized. They are deeply knowledgeable about international valuation standards, as well as finance and valuation theory and its practical applications for your business. 

Our team has significant experience providing valuation advice and analysis to help business owners, management teams, buyers and investors understand the value of a business and help them make better and more informed decisions.

INDEPENDENT EXPERTS

CBVs may be called in to determine the fair market value of a business during a large corporate finance transaction, such as a go-private transaction, reverse takeover, or initial public offering. 

These valuations must meet rigorous standards set by securities commissions or securities exchanges. As independent and objective experts, CBVs provide confidence to regulators that the value of the business is not influenced by the parties vested in the successful execution of the transaction.

CBVs may also be called in to determine the fair market value of a business where two parties do not agree. In many current shareholder agreements, business owners require an independent and objective valuation expert to help the parties transact. 

In other cases, disputes arise and CBVs are called on to provide independent and objective opinions of value for mediations, arbitrations or trials.

Our CBVs have testified in mediations and arbitrations as qualified experts by the Ontario Superior Court of Justice. 

SUBJECT-MATTER EXPERTS

CBVs are often called upon to perform valuations for financial reporting purposes. They determine the fair value of identifiable intangible assets, such as patents, trademarks, brands, technology and customer relationships acquired by a business in accordance with financial reporting and tax requirements. 

CBVs determine the fair value of individual assets acquired in a business combination so that the purchase price can be appropriately allocated. They also undertake annual impairment reviews for acquired goodwill and intangible assets under various accounting standards.

Accountants and audit teams outsource to CBVs to help with these complex valuation matters.

WHO WE HELP

BUSINESS OWNERS AND MANAGEMENT TEAMS

We understand that for many business owners, their business is their most important asset. Understanding the value of the business is critical in a sale or other shareholder transaction, such as a shareholder retirement or management buyout. 

CBVs also track valuation multiples in the market and have extensive database tools that can help business owners and management teams better understand how the market is pricing businesses at any particular time.

ACCOUNTANTS

Our CBVs can provide independent and objective valuation opinions for your clients. 

We have received many referrals from accounting firms that do not offer valuation services and have a reputation for providing their clients with high-quality service. We recognize that they are your clients first, and we ensure that they benefit from the referral you provided.

BUYERS AND INVESTORS

Our CBVs can provide independent and objective valuation opinions on your acquisitions, portfolio companies, whether for financial reporting or to exit the business. Not only do we help buyers determine the price for their acquisitions, we also provide various analyses to estimate synergistic benefits, evaluate financing scenarios and address other deal structuring considerations.

Investors seek an ROI for all of their portfolio companies. Our CBVs help you understand whether that ROI can be achieved with your desired investment or has been achieved with your portfolio investments.

Our CBVs also provide fair value estimates of your investments under your financial reporting guidelines.

A FOCUS ON TECHNOLOGY COMPANIES

Although we have provided valuations in many industries and sectors, we have extensive experience in the valuation of technology companies. We have valued technology companies with software-as-a-service (SaaS) business models in various sectors, as well as companies in software, hardware, biotech, cybersecurity, fintech, media and other sectors.

Founders and management teams are expected to generate strong performance and high growth. Often that requires multiple rounds of investment. Our CBVs are experienced in valuing technology companies for multiple rounds of financing and helping them understand what investors are looking for.

We also understand that technology companies are always recruiting, and it is difficult to find talent without offering stock options. We have performed many valuations for stock option purposes, for both Canadian and U.S. tax and financial reporting. Our valuations adhere to Section 409A of the Internal Revenue Code (IRC) and financial reporting requirements related to Financial Accounting Standards Board Accounting Standards, as well as with practice standards 110, 120 and 130 of the CBV Institute.

Case study: Valuation for technology companies

Welch Capital Partners has extensive experience in the valuation of technology companies. See the case study below for an example of our work.

CLIENT MANDATE

Welch Capital Partners was hired to value a technology company’s shares for the purposes of issuing options to employees. Often called a 409A valuation based on the U.S. Internal Revenue Code Section 409A, this valuation sets the “strike price” or “exercise price” of the granted options to employees. 

An option is simply a contract between the company and an employee saying that on a certain date in the future, the employee will be able to purchase shares in the company at a set price. An employee stock option plan (ESOP) allows employees to own a piece of the company in the future and benefit from its growth. Technology startups use ESOPs to attract and retain talented employees and manage the vesting of options over time.

Technology companies are required to issue options under an ESOP at fair market value. It is often challenging to assess the fair market value of a technology company due the company stage, lack of profitability, or high growth potential. Much of the value of the company can also be embedded in the company’s intellectual property (IP), which is also difficult to value.

WELCH CAPITAL PARTNERS’ APPROACH

Welch Capital Partners was selected through a competitive process and was required to deliver the valuation under a tight timeline.

Our team got started right away, working with the company’s management team to better understand the business and underlying technology. We discussed the IP with the company’s chief technology officer to ensure we understood how the market would interpret the value of the IP. We also worked with the client’s external accounting and legal advisors to better understand the company’s financials and the legal structure of the ESOP. Finally, we took the time to understand the company’s capital structure, as there were multiple investors with different preferential rights.

We delivered our valuation report on time and took the extra step to present our results to the management team and employees of the company. We believed it was important for the employees to understand the drivers of value, as they were going to be minority owners of the company. The employees appreciated the management team’s desire to be transparent throughout the valuation process, and our client was pleased with our involvement.

The client continued to issue options every year and hired WCP as its valuation advisor each time.

THE WELCH CAPITAL PARTNERS ADVANTAGE

Welch Capital Partners brings close to 20 years of valuation expertise and extensive experience valuing technology companies, from IT managed services businesses to various software-as-a-service (SaaS) companies in different niches. Drawing on our knowledge and experience, we can adapt our process to meet the needs of any client. 

We understand the unique stages of company development in the technology sector and the applicable business and revenue models. We also recognize how capital structures can involve multiple investors — angel, simple agreement for future equity (SAFE), preferred shares, convertible debt, warrants and others — and how they can impact the value of a company’s common shares for the purposes of an ESOP.

Our experience in valuing intangible assets also gives us unique insights on how these assets can drive company value. For example, IP assets such as patent portfolios, trademarks and proprietary software can boost the value of a business.  

Finally, we understand the right valuation approaches and methodologies to use according to the stage of the technology company. An overview of the approaches we often use is presented below.

Stage What it means Possible Valuation Approach
The company is not yet generating product revenue and has a limited expense history. While the management team is usually incomplete, it has an idea and a plan. Some initial product development might have been completed. Seed or first-round financing in the form of preferred stock is in place.
The asset/cost approach is the most objective and reliable method, but some think this approach sacrifices relevance for reliability.
1
The company is not yet generating product revenue but has a substantive expense history. Product development is underway. Series A or other rounds of financing is in place.
Investments made by venture capital (VC) firms provide a basis for the market approach. A discounted cash flow method (income approach) with a high discount rate may be the best option.
2
The company is not yet generating revenue, but the product is in beta testing.
Investments made by VC firms provide a basis for the market approach. A discounted cash flow method (income approach) with a high discount rate may be the best option.
3
The company is generating revenue but is operating at a loss. Series B or other rounds of financing (or mezzanine financing) is in place.
Investments made by VC firms provide a basis for the market approach. A discounted cash flow method (income approach) with a lower discount rate may be the best option.
4
The company has break-even or positive cash flows. I PO or sale is a possibility.
Income and market approaches may be appropriate.
5
The company is generating profits.
Income and market approaches may be appropriate.
6

WHAT OUR CLIENTS ARE SAYING:

CLIENT TESTIMONIAL

“[Welch Capital Partners] has provided 409A valuations for our option issuances over the past few years. The valuation reports we receive are of high quality but are cost effective, and we appreciate their professionalism and responsiveness to our needs. [Welch Capital Partners] provides a great service to venture-based businesses in the technology sector and we plan to use them in the future.”

- |  Technology Company CFO