Trends and Updates on Financial Damages Calculations and Valuations: Best Practices Explored
Accurate calculation and valuation of financial damage claims are crucial in litigation. These processes, although tricky, can gauge the case properly, reduce litigation-related problems, and return proven losses. However, with the fast-changing legal climate and the emergence of notable cases and court decisions, governing guidelines have also constantly evolved. This has continuously confronted financial experts with myriad of challenges.
To avoid pitfalls, it is imperative that businesses and their legal counsel are in the know of the recent developments in this area of law. In-depth knowledge of the rules as well as the calculation tools and techniques are also necessary.
Listen as valuation experts, Jonathan Polonsky (NERA) and Andrea Gonzalez (Alvarez & Marsal) provide the audience with a comprehensive discussion of calculating and valuating financial damages. Speakers will highlight efficient methodologies and offer best practices and effective strategies in light of recent developments.
This LIVE webcast will discuss the following key provisions:
- Financial Damages Calculation and Valuation – Trends and Updates
- Types of Damages and Damage Models
- Valuation Approaches
- Notable Cases and Court Rulings
- Red Flags
- Best Practices
Jonathan Polonsky, Senior Consultant
NERA Economic Consulting
- Recent trends in Delaware appraisal matters
- Delaware Courts have placed greater emphasis in the recent past on the deal price or unaffected market price as the best indicators of value
- Petitioners may place greater emphasis going forward on arguing that the target company’s value has increased during the period between signing and closing (the “Temporal Gap”)
- Recent court decisions indicate that the court will consider changes in value during the temporal gap when company or macroeconomic factors have a measurable impact on firm value that were not incorporated into the acquisition price
- Implications for the future
- Describe illustrative DCF example examining value changes arising from the 2017 Tax Reform
- Evaluate arguments that petitioners and respondents may make relating to changes in value during the Temporal Gap
Andrea Gonzalez, Managing Director
Alvarez & Marsal
- Purchase Price Disputes
- Elements of purchase agreements and the mechanisms included within to adjust the agreed upon purchase price
- Purchase price disputes that often result from purchase price adjustment mechanisms
- A recent representations and warranties (R&W) purchase price dispute and an illustrative example of a damage calculation
- Common rebuttal arguments to breach of financial R&W damage claims
- Importance of determining an appropriate discount rate and cash flows when estimating the damages
- Recent M&A trends and outlook for 2020 and beyond
Mr. Polonsky is a Senior Consultant in NERA’s Global Securities and Finance Practice. He has nearly 15 years of experience in disputes and matters related to mergers and acquisitions (M&A), damages, and valuation for Fortune 500 companies, governmental institutions, and private companies. He has advised companies in a wide range of industries, including financial services, real estate, and health care. Mr. Polonsky has substantial experience analyzing and calculating damages from lost profits, breaches of fiduciary duty, capital structure changes, and allegations of aiding and abetting fraud.
Mr. Polonsky’s engagements include Delaware appraisal actions, international arbitrations, analyses of issues related to valuation, corporate governance, sale process evaluation, and the value of voting rights in dual-class companies.
Mr. Polonsky is a Senior Consultant in NERA’s Global Securities and Finance Practice. He has nearly 15 years of experience …
Andrea Gonzalez is a Managing Director with Alvarez & Marsal Disputes and Investigations in Chicago. She testifies as an expert witness specializing in accounting, forensic analysis and litigation services. With more than 18 years of experience, Ms. Gonzalez provides litigation consulting and financial advisory services to law firms, corporations, boards, government agencies and stakeholders to help resolve high stakes financial, regulatory and legal issues. Ms. Gonzalez brings significant experience to clients involved in complex commercial disputes related to breaches of contract, fraud or embezzlement and intellectual property. She also assists clients with internal accounting and forensic investigations, SEC inquiries and investigations and provides financial advisory services to various constituents in distressed company situations to investigate potential causes of action and to determine financial viability.
Andrea Gonzalez is a Managing Director with Alvarez & Marsal Disputes and Investigations in Chicago. She testifies as an expert …
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Method Of Presentation:
On-demand Webcast; Group-Internet Based
General knowledge of commercial litigation
NASBA Field of Study:
Accounting - Technical
NY Category of CLE Credit:
Areas of Professional Practice
1.0 CLE; 1.0 NASBA-CPE
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About NERA Economic Consulting
NERA Economic Consulting (www.nera.com) is a global firm of experts dedicated to applying economic, finance, and quantitative principles to complex business and legal challenges. For over half a century, NERA's economists have been creating strategies, studies, reports, expert testimony, and policy recommendations for government authorities and the world’s leading law firms and corporations. We bring academic rigor, objectivity, and real world industry experience to bear on issues arising from competition, regulation, public policy, strategy, finance, and litigation.
About Alvarez & Marsal
A&M delivers operational, consulting, investigative and industry expertise to management and investors across the world. We often advise on large-scale global projects, leveraging our experienced network of professionals who reside or work in North America, Latin America, Europe, the Middle East, Africa, Asia, Australia and Russia.