Fair Value Measurements for Business Combinations and Impairment Testing

Vinay Torani is a managing director in the Morristown office of financial advisory and investment banking firm Duff & Phelps, where he is part of the Valuation Advisory Services practice. He is also the Morristown office city leader for Duff & Phelps. He has more than 16 years of valuation and mergers and acquisitions (M&A) experience. Vinay has advised clients on M&A, provided fairness opinions and performed valuations of numerous private, publicly traded and early stage companies. He has significant experience in performing valuations of intangible assets for financial reporting and tax planning purposes and assisting clients with goodwill impairment testing.

Linda MacDonald is a senior managing director in the FTI Consulting Forensic and Litigation Consulting practice and is based in New York. Ms. MacDonald has nearly 25 years of professional experience in financial accounting and reporting. Since joining FTI Consulting in August 2008, Ms. MacDonald has served as a testifying and consulting expert in connection with various litigation matters, many involving the application of generally accepted accounting principles (GAAP) and international financial reporting standards (IFRS) by financial institutions, hedge funds, and publicly held entities.

Ms. MacDonald joined FTI Consulting after nearly 12 years at the Financial Accounting Standards Board (FASB), where she was a director. While at the FASB as a director and before that as a project manager, she was involved in establishing U.S. accounting standards and coordinated with the International Accounting Standards Board (IASB) in London on convergence with IFRS. She managed the projects that established the FASB’s accounting standards on fair value measurements (SFAS 157), restructuring obligations (SFAS 146), and asset impairments and disposal activities, including discontinued operations (SFAS 144), and advised on implementation of the standards after they were issued. She also was involved in various initiatives to address complexity in financial reporting, including the FASB’s initiative on principles-based standards.

Ms. MacDonald began her career as an auditor for a national public accounting firm (now Deloitte & Touche). She later joined the U.S. Securities and Exchange Commission (SEC) in Washington, DC, where she was a member of the staff of the Division of Enforcement. While at the SEC, she worked on investigations into possible fraud and violations of GAAP and generally accepted auditing standards (GAAS) associated with the financial statements of public companies. After leaving the SEC, she held positions with national public accounting firms where she worked on various litigation matters.

Ms. MacDonald holds an M.B.A in finance from American University and a B.A. in economics and management from Albion College, and is a certified public accountant. She is a former member of the Technical Standards Subcommittee of the AICPA Ethics Committee and of the AICPA Not-for-Profit Fair Value Task Force. She has been a frequent speaker on accounting topics at national industry and professional conferences and other events.

Ms. MacDonald has contributed to FASB publications, including “Some Facts about Fair Value” (May 2008) and “The IASC-U.S. Comparison Project: A Report on the Similarities and Differences between IASC Standards and U.S. GAAP” (1999). Other publications include “Fair Value Changes Ahead,” The CPA Journal (January 2010) and “Don’t Bury Fair-Value Accounting Just Yet,” Conde Nast Portfolio.com (October 7, 2008).

Mr. Hofmann has extensive experience in global corporate finance including corporate securities valuation, mergers, acquisitions, private placements, and venture capital. He’s performed complex financial models for corporate securities valuations and financial structuring involving a broad spectrum of high tech industries and bio-technology.

Mr. Hofmann’s accumulative achievements include one third of all investments of international corporate venture capital fund. He’s prepared over 250 valuation reports for tax, financial reporting, equity financings, mergers, acquisitions, and divestitures. He’s acted as financial advisor in several industry transactions.

Mr. Hofmann holds a

– NACVA: Holder of the Certified Valuation Analyst Designation (CVA)
– CFA Institute: Holder of the Chartered Financial Analyst Designation (CFA)
– Darmstadt University of Technology, Germany: Combined Master’s Degree in Business Administration and Electrical Engineering
– Visiting Scholar at UC Berkeley, CA and Institut Supérieure d’Electronique de Paris, France

Mr. Hofmann’s Professional Board Memberships include

– CFA Institute and CFA-Society San Francisco: Member
– National Association of Certified Valuation Analysts (NACVA): Member (Practitioner) – Appraisal Issue Task Force (AITF): Member
– German American Business Association (GABA): Member of the Board of Directors, Chairman of the Finance Committee, Treasurer

Mr. Patel is a Managing Director with VRC and specializes in the valuation of businesses, assets and liabilities for financial reporting purposes.

Mr. Patel holds the designations of chartered financial analyst (CFA) and accredited senior appraiser (ASA). In addition, he holds a Bachelor of Science degree from the University of Toronto, and a master of business administration degree from Canisius College.

Mr. Patel is a frequent presenter on valuation issues for financial reporting purposes and has recently presented on valuation issues relating to ASC 805, ASC 350/360, ASC 820 and other financial reporting related valuation issues. In addition, Mr. Patel was on the Fair Value Panel at the 2008 AICPA SEC Conference. He has been quoted numerous times in the press regarding valuation issues. Mr. Patel is an active member of the Appraisal Industry Task Force (AITF). He is a member of the Appraisal Foundations Working Group preparing an industry Practice Aid for valuing customer related assets.

Ryan Gandre is a Director in the Valuation & Financial Opinions Group at Stout Risius Ross, Inc. (SRR). Mr. Gandre has extensive experience providing a broad range of business valuation and financial advisory services for public and private enterprises. He specializes in the valuation of debt and equity instruments, enterprise valuations, and intangible asset valuations for tax and financial reporting purposes. He is well versed in valuation and accounting guidance related to business combinations, impairment testing, stock-based compensation, and other Fair Value measurements (e.g., mark-to-market valuations of private equity portfolio companies, financial instruments, and derivatives) and has extensive experience with the expectations of tax and financial reporting advisors and regulators.

In addition to his expertise in the areas of tax and financial reporting valuation, Mr. Gandre has advised clients in many other contexts, including corporate strategic planning, financial planning and analysis, estate and gift taxation, shareholder disputes, Subchapter C to Subchapter S conversions, marital dissolution, and other tax, corporate, and litigation matters. In addition, Mr. Gandre has considerable experience providing fairness and solvency opinions for going-private transactions, mergers and acquisitions, significant financing events (e.g., dividend recapitalizations), and other corporate transactions.

Mr. Gandre is a graduate of Miami University and holds the Chartered Financial Analyst (CFA) designation.

Mr. Newman is a Principal in the Forensic and Litigation Consulting and Valuation and Corporate Finance practices of GHP Horwath, P.C. He has over 19 years of experience providing a variety of financial consulting services, including business valuations, litigation consulting, and tax services. Mr. Newman graduated from the University of Colorado at Boulder in 1993. Mr. Newman, a Certified Public Accountant (CPA) registered in the state of Colorado and Accredited in Business Valuation (ABV), specializes in providing valuation, consulting, and litigation services to businesses and individuals involved in a variety of industries. His practice focuses on the valuation of closely-held businesses for transaction and litigation purposes; calculation of economic damages in commercial litigation and personal injury matters; and strategic consulting.