Mario Biaggi and Estate of Marie Biaggi - Page 8




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            transactions are substantially contemporaneous to the valuation                            
            date and support respondent's valuation.                                                   
                  Moreover, a public offering price is a factor which can be                           
            taken into account with due regard to be given to the time span                            
            between the valuation date and the sale to the public, and the                             
            contingencies inherent in a contemplated public offering.  See                             
            Messing v. Commissioner, 48 T.C. 502, 509 (1967).  The offering                            
            price of the IPO was $16 a share in August 1983.  The IPO was                              
            also substantially contemporaneous to the valuation date and                               
            lends some support to respondent’s valuation.3                                             
                  Petitioner contends that the book value, as of January 1,                            
            1983, of $.31 a share is a better indicator of value than                                  
            respondent’s determination of $11.20 a share.  We have long                                
            stated that the book value of a stock is not a reliable basis                              
            from which to determine the stock's fair market value.  See                                
            Evans v. Commissioner, 29 B.T.A. 710 (1934); Peavey Paper Mills                            
            v. Commissioner, T.C. Memo. 1960-237 ("Book value frequently                               
            bears no relationship to actual cash value or fair market value."                          
            (quoting Ketler v. Commissioner, 196 F.2d 822, 827 (7th Cir.                               
            1952), revg. and remanding 17 T.C. 216 (1951))).  Since we                                 

            3     We agree with the Court of Appeals for the Second Circuit                            
            that the public offering price cannot, without adjustment, be                              
            used to determine the fair market value of shares subject to                               
            transfer restrictions.  See Biaggi v. United States, 909 F.2d                              
            662, 681 (2d Cir. 1990).  However, we do think that the public                             
            offering price does provide a comparable that, with adjustments,                           
            can assist in valuing the shares.                                                          





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