Estate of Mary D. Maggos - Page 42




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          Willamette Management Associates (Willamette) and the testimony             
          of Robert F. Reilly, the managing director of that firm.29  The             
          Willamette report concludes that a 30-percent “illiquidity                  
          discount” would be appropriate.                                             
               We found the testimony of Mr. Reilly and Mr. McGraw to be              
          persuasive with respect to the propriety of an illiquidity                  
          discount and their reports in this matter to be well reasoned.              
          The facts that PCAB was a small family company and the shares in            
          the company could not be sold without the approval of Pepsi-Cola,           
          Inc., favor the conclusion that some discount is appropriate.30             
          After carefully considering all the relevant evidence, including            
          the expert reports and testimony, we consider an illiquidity                
          discount of 25 percent to be appropriate.                                   
          Control Premium                                                             
               As a general proposition, control is an element to be taken            
          into account for purposes of determining the fair market value of           
          corporate stock, over and above the value that is attributable to           


               29Mr. Reilly, among his other qualifications, has an M.B.A.            
          degree in finance from Columbia University Graduate School of               
          Business.  He is an accredited senior appraiser as designated by            
          the American Socy. of Appraisers, a Chartered Financial Analyst,            
          a C.P.A., and he has coauthored a book entitled “Valuing a                  
          Business”.                                                                  
               30A lack of marketability discount was applied in a similar            
          circumstance in Estate of Oman v. Commissioner, T.C. Memo. 1987-            
          71 (noting that it would be difficult to sell 75.6 percent of the           
          stock in a family company to an outsider, particularly with                 
          decedent’s sons remaining active in the business, which justified           
          the application of a marketability discount).                               





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