Estate of James Waldo Hendrickson - Page 43




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               Using the 14.3-percent discount rate he calculated under                
          CAPM, Mr. Fuller calculated discounted present values of                     
          $3,480,000 and $4,660,000 for Peoples' FCF for the valuation                 
          horizon, and its terminal value, respectively, for a value from              
          operations of $8,140,000.  He then added back the book value of              
          the nonoperating assets, net of a 10-percent minority discount,              
          to arrive at a total equity value of $19,770,000 ($6,590 per                 
          share).                                                                      
               There are significant shortcomings in Mr. Fuller’s                      
          application of CAPM in this case that highlight our doubts over              
          the appropriateness of its application to the valuation of small,            
          closely held companies.  As we said recently, "CAPM is a                     
          financial model intended to explain the behavior of publicly                 
          traded securities", and we "do not believe that CAPM and WACC are            
          the proper analytical tools to value a small, closely held                   
          corporation with little possibility of going public."  Furman v.             
          Commissioner, T.C. Memo. 1998-157, 75 T.C.M. (CCH) 2206, 2214,               
          1998 T.C.M. (RIA) par. 98,157, at 868-98.  Unlike the market                 
          contemplated by CAPM, the market for Peoples stock, to the extent            
          one even exists, is not efficient, liquid, or free of significant            
          transaction costs.  Moreover, in relation to other closely held              
          corporations, the liquidity of a financial institution is even               
          further reduced by the fact that acquisitions and dispositions of            








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