If you are about to purchase a firm, an understanding of the purchase price allocation process is essential.

This is true whether you are a first-time purchaser or if you represent a private equity firm and are an experienced purchaser.

A purchase price allocation values the tangible and intangible assets of an acquired firm. These include such tangible assets as real estate, leases and inventory and such intangibles as brand value and customer and vendor relationships.

The tax implications of failing to obtain a solid purchase price allocation can be significant.

Meet the Expert

Walter O'Haire

Consultant Walter O'Haire
San Francisco, CA
  • English
  • German: Deutsch
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About Walter

  • 20 years as a valuation specialist, investment banker, and IP attorney
  • Fairness Opinions; Solvency Opinions; Capital Adequacy Opinions; Allocation of Purchase Price (SFAS 141); Goodwill Impairment (SFAS 142); and Deferred Compensation/Stock Option valuation work (IRC 409A)

Experience

Vice President • Valuation Research Corporation
Aug, 2009 — Present
  • Provide valuation services to private equity firms, Business Development Companies (BDCs), hedge funds and public companies. 
  • Focus on purchase price allocation (ASC 805; SFAS 141R), portfolio valuations (ASC 820; SFAS 157), as well as Fairness and Solvency Opinions.
Senior Analyst • Celent
2007 — 2009
  • Retail Banking Group for Celent, a research and consulting firm focused on the application of information technology in the global financial services industry
  • Focus on information technology and strategy issues affecting multinational, regional, and mid-size banks. Research covers banking products and services (Internet, branch, call center, ATM, wireless)
  • Emphasis on business-to-business payments, mortgage technology, and cash management solutions
Managing Member • Financial Technology Consulting
2002 — 2007
  • Strategic and corporate development advisory services for companies in the financial services industry (banking, brokerage, payments)
  • Identify acquisition targets, creating valuation frameworks, draft Business Plans and assisting in early round fundraising
  • Prepare clients for the sale of their company, as well as acting as 'buy-side' advisor to large corporate clients seeking to acquire new lines of business and new technology
Vice President • Piper Jaffray
2000 — 2002
  • Focus on financial technology: solutions in the banking, brokerage or payment technology sector.
  • Assisted with private capital raising, as well as IPOs and secondaries.
Attorney • Perkins Coie
1992 — 2000
  • Worked at firms that merged with Perkins Coie:
  • Brown & Bain (intellectual property litigation)
  • Hosie, Wes (corporate securities).

Education

Georgetown University Law Center
JD, law
College of the Holy Cross
BA, History, Philosophy

Licenses & Certifications

Admitted to the bar - CA
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