Valuation of Business Securities & Financial Assets Vikash Goel Edition Jan 25

Valuation of Business Securities & Financial Assets Vikash Goel

Valuation of Business Securities & Financial Assets Vikash Goel

Description

This book is a comprehensive resource that simplifies the complex world of valuation. As businesses become more globalised and intricate, determining the worth of companies, securities, and various financial assets is no longer solely the purview of niche professionals. This book recognises valuation as a ‘sunrise profession’ in rapidly expanding markets—particularly in India—and acknowledges the growing interest from diverse stakeholders.

It is authored by an experienced practitioner who has valued hundreds of organisations. It offers a well-rounded understanding of traditional valuation concepts and contemporary frameworks influenced by evolving regulations and emerging market trends. The reader learns how to calculate value and why value manifests as it does, considering market conditions, competitive landscapes, innovation, regulation, and more

This book is an essential reference for professionals, corporate leaders, investors, and students, equipping them with foundational knowledge and advanced strategic acumen.

The Present Publication is 1^st Edition authored by Vikash Goel, with the following noteworthy features:

• [Holistic Perspective] The book integrates theoretical rigour with practical insights, marrying quantitative analysis with an understanding of business strategy, industry structure, and macroeconomic trends
• [Global Concepts with Local Focus] While the principles can be applied globally, the author pays special attention to the Indian context—covering the Companies Act, SEBI regulations, and Income Tax provisions—making it invaluable for those navigating the Indian regulatory landscape
• [Illustrations and Case Studies] Readers benefit from numerous examples, case studies, and industry overviews that go beyond formulaic approaches, ensuring they can apply concepts in a variety of real-world settings
• [Comprehensive Coverage of Valuation Methods] From standard discounted cash flow (DCF) and dividend discount models (DDM) to the market and cost approaches, as well as specialised valuation scenarios (intangibles, distressed companies, startups, and complex securities), the book ensures breadth and depth

The structure of the book is as follows:

• The book is structured to guide the reader logically from fundamental valuation principles through increasingly complex topics
• Early chapters focus on foundational concepts—differentiating price and value, analysing various standards of value, and examining the business environment
• Subsequent sections build on this groundwork, discussing corporate finance principles, the interpretation of financial statements, forecasting growth, and calculating the cost of capital
• The latter part of the book addresses specialised areas, such as the valuation of intangible assets, startups, distressed firms, and complex financial instruments, culminating in chapters on mergers, acquisitions, and the regulatory frameworks that shape today’s valuation landscape

The contents of the book are as follows:

Introducing Valuation

• Understanding the difference between price and value
• Exploring different bases of value (intrinsic, fair, market, liquidation, synergistic, and participant-specific)
• Common purposes of valuation and debunking popular myths
• Identifying and leveraging information sources (management, internet, annual reports)

Analysing Business Landscape

• Economic, industry, and company analysis tools, including PESTEL, Porter’s Five Forces, SWOT, and more
• Industry overviews covering aviation, FMCG, oil & gas, IT/ITES, healthcare, e-commerce, hospitality, telecom, pharmaceuticals, retail, media, iron & steel
• Case studies (Zara, Indigo Airlines, Blockbuster) to connect theory with practical outcomes

Corporate Finance

• Fundamentals of risk and return, diversification, and measures like variance, standard deviation, and beta
• Capital budgeting techniques (NPV, IRR) and their impact on valuation
• Dividend policy theories (Walter’s, Gordon’s, Modigliani and Miller’s) and their implications on value

Valuation Standards

• Introduction to International Valuation Standards (IVS) and a structured valuation framework
• Approaches under IVS (market, income, cost) and their applicability
• Valuation processes, key concepts, and quality control measures

Analysing Financial Statements

• Analysis of profit & loss statements, balance sheets, and cash flow statements
• Adjusting financial statements for valuation, forecasting future statements, and understanding economic value added (EVA), free cash flows, and the role of ESG considerations

Cost of Capital

• Determining the appropriate discount rate and its components (cost of equity, cost of debt, WACC)
• Capital structure theories (Net Income, Net Operating Income, MM Hypothesis)
• Challenges in estimating the cost of capital and addressing international considerations

Estimating Growth Rates

• Examining how ROIC, cost of capital, and sustainable growth rates interact
• Forecasting revenue, costs, margins, taxes, and working capital for accurate growth estimates

Dividend Discount Model (DDM)

• Zero-growth, constant-growth (Gordon model), two-stage, and three-stage DDM
• Application of DDM in the Indian market context

Discounted Cash Flow (DCF) Methods Using Free Cash Flows

• When to apply DCF and the steps for FCFF and FCFE calculations
• Adjusting cash flows for taxes, non-operating assets, and sunk costs
• Incorporating ESG factors and determining terminal values

Market Approach to Valuation

• Understanding market approach methods (market price, comparable companies, comparable transactions)
• Common valuation multiples (P/E, PEG, P/S, P/BV, EV/EBITDA) and industry-specific benchmarks
• Applying discounts for lack of liquidity, marketability, and control

Cost Approach – Valuation from the Balance Sheet

• Net Asset Value (NAV) and its implications
• References to Rule 11UA under the Indian Income-tax Act
• Illustrative case studies and examples

Valuation of Private Firms & Startups

• Unique challenges and methods (market, income, cost) for private companies
• Startup life cycles, estimating revenues and TAM, key costs, and customer lifetime value
• Valuation methods like the Venture Capital, Berkus, and cost-to-duplicate approaches

Valuing Distressed Companies

• Structural factors and distress prediction models (Altman Z-score)
• Case studies illustrating how to value companies in financial trouble

Valuing Cyclical Businesses

• Challenges in valuing firms prone to economic and industry cycles
• Adjusting growth rates and understanding cyclicality’s impact on value

Valuing Fixed Income Securities

• Bond valuation, yield measures (YTM, YTC), duration analysis, and factors affecting bond prices
• Valuation of convertible bonds, preference shares, and relevant regulatory guidelines (FIMMDA)

Valuation of Intangibles

• Identifying common intangible assets and their importance
• Approaches under Ind AS 38 and IVS for valuing intangibles (market, income, cost)
• Determining economic useful life and discount rates

Valuing Complex Securities

• Introduction to derivatives, options, and advanced financial instruments
• Valuation of ESOPs, real options, and convertible securities
• Case studies on convertible bonds and preference shares

Valuation Under Mergers & Acquisitions (M&A)

• Understanding synergy, premium, and value creation in M&A deals
• Leveraged Buyouts (LBOs), deal structuring and assessing acquisition feasibility
• Purchase price allocation, anti-takeover defences, and regulatory considerations

Regulatory Framework Around Valuation

• Key provisions under the Companies Act, Income Tax Act, and IBBI regulations in India
• SEBI regulations, including ICDR, Buy-Back, LODR, NCS, Takeover, and Delisting framework
• Aligning valuations with financial reporting standards (Ind AS 113, Ind AS 103, Ind AS 36, Ind AS 109, Ind AS 40)

About the author

Vikash Goel is the Founder and Head of the Omnifin Group of Companies, a firm specialising in Valuation and Talent Management. He is a Chartered Accountant (CA), CFA (India), MS in Finance, and holds an MBA. An alumnus of IIM Calcutta and St. Xavier’s College, Kolkata, Vikash is a Registered Valuer with the Insolvency and Bankruptcy Board of India (IBBI).

With over seventeen years of diverse experience across Industry and Consulting, Vikash has held key positions at leading firms such as PwC, EY, ICA, and Zacks Research in India and Canada before founding Omnifin. His leadership extends to professional bodies, having served as:

• A member of the Continuing Professional Education (CPE) Committee of ICAI
• A special invitee on the Valuation Standards Board of ICAI
• A co-opted member of the Insolvency & Valuation Standards Board of ICAI

Vikash has spearheaded valuations for a range of critical transactions, including:

• Fundraising Valuations
• Mergers & Acquisitions
• Intangible Asset Valuations
• Financial Reporting Valuations
• Taxation Valuations

As an independent valuer and valuation advisor, Vikash has advised hundreds of startups, numerous listed companies, and multinational corporations on their valuation needs. His expertise extends to Investment Banking, Transaction Advisory, and specialised valuation projects for companies and funds.

Vikash is also a well-regarded author, having published multiple valuation books that professionals have widely read and appreciated. Recognising his contributions to the field, he was honoured as ‘CA Business Leader 40 Under 40’ by ICAI and CNBC-TV18.