股權(quán)投資估值

1、International Private Equity and Venture Capital Valuation Guidelines1st IPEV General AssemblyHerman Daems Chairman of the IPEV Valuation BoardWeb Conference, 15 February 20072Agenda1. Endorsement across the world2. Presentation of the IPEV Valuation Board Activities 2005/20063. Stakeholders reactio

2、ns towards the IPEV Guidelines4. Foreseen activities in 20075. Election of IPEV Board Members in 20076. Q&A Session3Agenda1. Endorsement across the world2. Presentation of the IPEV Valuation Board Activities 2005/20063. Stakeholders reactions towards the IPEV Guidelines4. Foreseen activities in

3、20075. Election of IPEV Board Members in 20076. Q&A Session4List of Endorsing Associations as of today:35 associationsEVCA European Private Equity and Venture Capital Association FVCA - Finnish Venture Capital Association GVCA Gulf Venture Capital AssociationHKVCA - Hong Kong Venture Capital Ass

4、ociation HVCA - Hungarian Venture Capital and Private Equity Association ILPA - Institutional Limited Partners Association IVCA - Irish Venture Capital Association LAVCA - Latin American Venture Capital Association LVCA - Latvian Venture Capital Association NVCA - Norwegian Venture Capital & Pri

5、vate Equity Association NVP Dutch Private Equity and Venture Capital AssociationPPEA - Polish Private Equity Association Rseau Capital Qubec Venture Capital and Private Equity Association RVCA - Russian Private Equity and Venture Capital Association SAVCA - Southern African Venture Capital and Priva

6、te Equity Association SECA - Swiss Private Equity and Corporate Finance Association SLOVCA - Slovak Venture Capital Association SVCA - Swedish Private Equity and Venture Capital Association AFIC French Private Equity and Venture Capital AssociationAIFI - Italian Private Equity and Venture Capital As

7、sociation APCRI - Portuguese Private Equity and Venture Capital Association APEA Arab Private Equity Association ASCRI - Spanish Private Equity and Venture Capital Association ATIC Tunisian Venture Capital Association AVCA - African Venture Capital Association AVCAL - Australian Venture Capital Asso

8、ciation AVCO Austrian Private Equity and Venture Capital Organization BVA - Belgian Venturing Association BVCA British Venture Capital AssociationBVK - German Private Equity and Venture Capital Association e.V. CVCA Canadas Venture Capital and Private Equity Association CVCA - China Venture Capital

9、Association CVCA - Czech Venture Capital and Private Equity Association DVCA - Danish Venture Capital Association EMPEA - Emerging Markets Private Equity Association5Seven new Endorsing Associations since October 2005CVCA Canadas Venture Capital and Private Equity Association CVCA - China Venture Ca

10、pital Association EMPEA - Emerging Markets Private Equity AssociationGVCA Gulf Venture Capital AssociationLAVCA - Latin American Venture Capital Association Rseau Capital Qubec Venture Capital and Private Equity AssociationSVCA - Swedish Private Equity and Venture Capital Association6Agenda1. Endors

11、ement across the world2. Presentation of the IPEV Valuation Board Activities 2005/20063. Stakeholders reactions towards the IPEV Guidelines4. Foreseen activities in 20075. Election of IPEV Board Members in 20076. Q&A Session7Activities of the Board during its first year in existence 2005/2006Boa

12、rds composition and organization:Composition:Prof. Herman Daems, Chairman (GIMV)Prof. Dr. Dr. Ann-Kristin Achleitner (CEFS)Mr. Jens Bisgaard-Frantzen (ATP Private Equity Partners)Mr. Anthony Cecil (KPMG)Mr. Herv Claquin (ABN AMRO Capital)Mr. Gilles Durufl (CVCA) (elected as Board Member in June 2006

13、)Mr. Jonathan Lowe (Permira)Mrs. Monique Saulnier (Sofinnova)Dr. Didier Guennoc, SecretaryMeetings held:1st meeting on 5 October 20052nd meeting on 8 March 20063rd meeting on 20 October 20068Activities of the Board during its first year in existence 2005/2006Boards mandate: Monitor market practice M

14、onitor accounting standards evolution Make periodic amendments to the Guidelines in response to any changes in market practice or accounting standards Answer questions on the Guidelines from practitioners, regulators and investors on a global basis Initiate a formal review of the Guidelines every 3

15、years9Activities of the Board during its first year in existence 2005/2006Monitoring market practice: Auditors (Grant Thornton, KPMG and PwC) were invited to two meetings to present their experience in terms of acceptance of the IPEV Guidelines by both auditors and general partners Two researchers p

16、resented to the Board their results regarding the degree of acceptance of the IPEV Guidelines following their publication in The Journal of Alternative Investments- Issue Fall 2006 A specific website was launched. Through this website users can directly ask questions to the Board on valuation issues

17、. 1011Monthly Statistics# of users per month12Activities of the Board during its first year in existence 2005/2006Monitoring accounting standards evolution: The Board monitored the issuance of the FASB Statement of Financial Accounting Standards N157 Fair Value Measurements (issued in September 2006

18、)13Activities of the Board during its first year in existence 2005/2006Making periodic amendments to the Guidelines in response to any changes in market practice or accounting standards:Following the issuance of the FASB Statement of Financial Accounting Standards N157 Fair Value Measurements (issue

19、d in September 2006), the IPEV Valuation Board released the Edition October 2006 of the IPEV GuidelinesThe Edition October 2006 of the IPEV Guidelines is consistent with the PEIGG Guidelines Main technical amendment made to the Edition June 2005: The option left to the Valuers discretion to apply or

20、 not a discount to the price of quoted shares in an active market for liquitity reasons has been deleted. Marketability discounts should generally not be applied to prices quoted on an active market, unless there is some contractual, governmental or other legally enforceable restriction preventing r

21、ealisation at the reporting date14Activities of the Board during its first year in existence 2005/2006Answering questions on the Guidelines from practitioners, regulators and investors on a global basis: The Board developped a FAQ section on . 13 recurring questions are answered through the FAQ Boar

22、d members participated in different trainings organized for practitioners focusing on valuation of private equity and venture capital investments. The Board looked at 35 questions received through the website15Activities of the Board during its first year in existence 2005/2006Questions covered the

23、following topics:Differences between old valuation guidelines and IPEV GuidelinesPrice of recent investmentCompliance with IFRSImpact on current fundsUse of entry multipleUse of DCFTaxed EBITAdding-up marketability and impairment discountsMarketability discount on quoted sharesForecast vs historical

24、 earningsDiscussions with auditorsIndicative offersDate of implementation16Activities of the Board during its first year in existence 2005/2006Initiate a formal review of the Guidelines every three years: This task will be undertaken in 200817Agenda1. Endorsement across the world2. Presentation of t

25、he IPEV Valuation Board Activities 2005/20063. Stakeholders reactions towards the IPEV Guidelines4. Foreseen activities in 20075. Election of IPEV Board Members in 20076. Q&A Session18Stakeholders reactions towards the GuidelinesGeneral partnersInvestorsAuditorsRegulators and Standard Setters19G

26、eneral Partners: Degree of implementationData presented are excerpts from a paper written by Pierre-Yves Mathonet (EIF) and Gauthier Monjanel (EIF)The European Investment Fund is a multi billion LP investing in European funds, with a portfolio comprising more than 210 funds20Funds in the portfolio w

27、ere classified in three categoriesCategory I intend to adopt the IPEV Guidelines. Category II do not intend to adopt the IPEV Guidelines, but where minimum valuation requirements will be respected in line with IAS 39 rules.Category III do not intend to adopt the IPEV Guidelines (not in line with IAS

28、 39 rules).21A survey was conducted to allocate GPs across the three categories. The survey results were:(% of answers)Source: Pierre-Yves Mathonet (EIF) & Gauthier Monjanel (EIF) 22Results were compared to an assessment performed on the valuation process of fund managers(% of answers or manager

29、s)Note: IVG stands for IPEV GuidelinesSource: Pierre-Yves Mathonet (EIF) & Gauthier Monjanel (EIF) 80%10%10%100%79%9%4%91%1%1%6%9%0%10%20%30%40%50%60%70%80%90%100%Category ICategory IICategory IIITOTALSurvey replyIVG compliantIVG non compliant23General Partners: Degree of implementationBeyond th

30、ese data coming from a LPs portfolio, the IPEV Valuation Board asked endorsing associations to state the degree of implementation of their GP members. Out of 10 answers we received on this question, all confirmed a high degree of implementation with the exception of 3 associations having answered a

31、level comprised between 26% and 50%.To sum up, a high degree of implementation appears but in some regions it seems that Fair Valuing is either not fully accepted or problematic due to regulation (including taxation) or other factors24Auditors and Investors:The IPEV Valuation Board invited auditors

32、to two of its meetings. Feedbacks on the IPEV Guidelines were positive.Similarly, no negative reaction from the investors community was recorded by the BoardThe Board also surveyed endorsing associations regarding auditors and investors reactions to the IPEV Guidelines in their respective country/re

33、gion. Out of 17 received answers, none reported a negative reaction but some education is still needed towards auditors 25Regulators and Standard Setters:IASB has already shown interest in the IPEV GuidelinesSeveral regulators referenced the IPEV Guidelines in their communication or in different reg

34、ulatory texts, e.g.: AMF (France) FSA (UK)The Board also asked endorsing associations regarding the regulators reactions to the IPEV Guidelines. Out of 17 received answers, none reported a negative reaction coming from regulators. 26Agenda1. Endorsement across the world2. Presentation of the IPEV Va

35、luation Board Activities 2005/20063. Stakeholders reactions towards the IPEV Guidelines4. Foreseen activities in 20075. Election of IPEV Board Members in 20076. Q&A Session27Foreseen activities in 2007Meeting with the IASB to strengthen the IPEV Guidelines and the Board Monitoring market practic

36、e by developing and advertising further the website and ultimately create a strong community around the websiteDeveloping further the Website as an educational tool towards auditorsAnswering questions posted on the website28Foreseen activities in 2007The IPEV Valuation Board asked endorsing associations what areas it should look at. Answers indicated the following fields:More guidanc