(501)221-3343 info@millercopas.net

Consulting

 

Accounting firm- Mike Miller 3Acquisitions, Mergers and Investigations

Our firm is fortunate to have significant resources to assist you in evaluating a takeover opportunity or a merger possibility. Whichever direction you are evaluating, up or downstream, we can provide the guidelines to assess this outcome and counsel you during negotiations. We can provide support at any level, including quarterbacking the entire process. Experience can make this opportunity very rewarding.

Business Recovery

There are times in a business life cycle when things do not go well. Too often management of a business waits until it is too late to make the necessary changes to maintain the business as an on-going concern.

No one wishes to admit defeat or failure. It is our belief that total failure is not an option. A business downsizing is merely a setback with corrective action being taken. Our firm has the background and experience to work with you and your counsel to develop an appropriate response plan to meet your need.

Business recovery requires identifying profitable areas, if any, of a business and concentrating the required resources to support the true profit centers. Business recovery also requires the appropriate utilization of assets and the protection of your cash flow.

Business Succession Planning

There will be a day in everyone’s life when one will not return to work. This reason can be caused by retirement, change in careers, death or disability. Whatever the reason, planning for the inevitable begins today. Creating value is a systematic process in which we may be able to help. We blend our knowledge of tax law, valuation, business experience, and mergers and acquisitions to help you through the process of exploring how this change might take place and how to properly plan for it.

Developing a plan of action is not always easy to complete. It requires making long-term decisions with the end in mind. This is a process and will continue to evolve as the business becomes more successful.

Business Valuation Services

Calculation Engagement

This is a limited scope valuation service offered by Miller & Company in the event of valuing a trade or business to determine the feasibility for a buyer or seller a business in contemplation of deciding to purchase or sell a business. The calculation engagement occurs when the client and valuator agree to specific valuation approaches and methods, and the extent of selected procedures and results in a calculated value.  This approach will meet the criteria of development of the engagement and will include sufficient detailed information to support the Calculated Value As established by the  Professional Standards of the National Association of Certified Valuators and Analysts (NACVA).

The report will include:

  Introduction:

    Identification of subject valued
    Purpose, use and users of valuation
    Description of interest being valued
    Ownership size, nature, restrictions and agreements
    Calculation date
    Report date
    Scope of work
    Calculation procedures
    Hypothetical conditions/assumptions and reason for their inclusion
    Disclosures of subsequent events
    Reliance on Specialist

 Sources of information

 Identification of assumptions and limiting conditions

 Description of fundamental analysis as needed

    Financial information relative to the report
    Adjustments suggested to normalize financial statements
    Projected/forecasted financial statements as applicable
    Non-operating assets and liabilities
    Computations procedures documented

Representations of the valuator, adapted to a calculation report

    Client identification and limitations on the use of report
    Disclosure of any contingency fee arrangement
    A statement of financial interest
    Whether or not the valuator is obligated to update the report
    Responsible valuator

Appendices and exhibits

Purpose of calculation procedures

Statement of expression that the value is a calculated value

General description of calculation statement of limitations of a calculation of value engagement compared to a conclusion of value engagement.

Report

Calculation engagement is a limited scope business valuation and the report provides only a summary of how the valuation conclusion were determined. The basis of this valuation is generally based upon discretionary cash flow or EBITDA. The computation in these situations will use a multiple method if an industry specific model is available.  Otherwise it may be necessary to develop a capitalization model. Those entities requiring consideration other than these methods will be discussed as to how the scope of the engagement will be determined.

 

Conclusion of  Value

A conclusion of value requires the valuator to apply valuation approaches or methods deemed in the valuator’s professional judgment to be appropriate under the circumstances. The report reflects the financial analysis and the valuation conclusions used to arrive at the conclusion of value. The report contains the following:

  Letter of transmission

  Table of contents

  Introduction:
    Identification of subject valued
    Purpose and use of valuation
    Users of valuation
    Description of interest being valued
    Ownership size, nature, restrictions and agreements
    Valuation date
    Report date
    Standard of Value and its definition
    Scope limitations
    Material matters considered
    Hypothetical conditions/assumptions and reason for their inclusion
    Disclosures of subsequent events
    Reliance on Specialist
    Denial of access to essential data
    Jurisdictional exceptions and requirements

  Sources of information

  Description of fundamental analysis as needed
    Historical Income Statement
    Adjustment to normalize financial statements
    Projected/forecasted financial statements including underlying assumptions
    Non-operating assets and liabilities
    Valuation approaches and method(s) considered by the valuator
    Valuation approaches and methods(s) used by the valuator
    Other items that influence the valuation
    Site visit disclosure
    Reconciliation of estimates and conclusion of value

 Identification of assumptions and limiting conditions

 Representation of member may include
    Client identification and limiting conditions
    Disclosure of any contingency fees
    Statement of financial interest
    Whether or not Valuator is obligated to update report
    Responsible valuator

Qualifications of valuator

Appendices and exhibits

Report

 

Miller & Company offers litigation support and valuation services. Along with Mike Miller of Miller & Company, the firm has developed affiliations with other professionals to assist you in meeting your needs. Whether you need valuation services for estate planning, transfers of ownership, S Elections or litigations, we can assist you. Our consulting services are designed to complement the life cycle of a business and the specific necessities required throughout the life of a business as well as the business owners. We can provide services on an independent or a non-independent basis depending on your requirements. We design the engagement to match your needs.

Forensic Accounting Services

We can provide assistance and expertise to help you identify and analyze problems and issues with financial systems, records or internal controls.

Budget Preparation and Analysis

Successful businesses generally do not “just happen”. There is a plan and the plan is successfully implemented over a period of time. This allows results to be monitored, evaluated and affected by appropriate change. Operating and capital budgeting is a constantly evolving process. Measuring expectations against results is a good barometer to evaluate operation of your business and make the best adjustments.