About the Authors
Jay E. Fishman, FASA, is a managing director of Financial Research Associates, a regional business valuation and forensic accounting firm with offices in Bala Cynwyd, Pennsylvania, New York City, and Edison, New Jersey. He has been actively engaged in the appraisal profession since 1974 and specializes in the valuations of business enterprises and their intangible assets. Mr. Fishman has coauthored several books, including the highly acclaimed Guide to Business Valuations (with Shannon Pratt and Jim Hitchner), and written numerous articles on business valuations as well as qualifying as an expert witness and providing testimony in 12 states and federal courts. He has taught courses on business valuation to the Internal Revenue Service, the National Judicial College, and the American Institute of Certified Public Accountants (AICPA) in the United States and internationally, in the People's Republic of China, on behalf of the World Bank in St. Petersburg, Russia, and in Moscow, Russia.
He holds bachelor's and master's degrees from Temple University as well as an MBA from LaSalle University. Mr. Fishman is a fellow and life member of the American Society of Appraisers, a former chairman of its Business Valuation Committee, former editor of the Business Valuation Review, chair of ASA's Government Relations Committee, a fellow of the Royal Institution of Chartered Surveyors, an accredited senior member of the Institute of Business Appraisers, Inc., a former member of the Appraisal Standards Board of the Appraisal Foundation, and chair of its Appraisal Practice Board. He was also a member of the Internal Revenue Service's Advisory Council.
Shannon P. Pratt, CFA, ARM, ABAR, FASA, MCBA, CM&AA, has a reputation for knowledge and experience in the field of business valuation that is unparalleled. He is the best-known authority in the field of business valuation and has written numerous books that articulate many of the concepts used in modern business valuation around the world.
Dr. Pratt is chairman and chief executive officer of Shannon Pratt Valuations, Inc., a business valuation firm headquartered in Portland, Oregon; publisher emeritus for Business Valuation Resources, LLC; and a member of the board of directors of Paulson Capital Corporation, an investment banking firm specializing in small-firm IPOs and secondary offerings.
Over the past 40 years, Dr. Pratt has performed valuation engagements for mergers and acquisitions, employee stock ownership plans, fairness opinions, gift and estate taxes, incentive stock options, buy–sell agreements, corporate and partnership dissolutions, dissenting stockholder actions, damages, marital dissolutions, and many other business valuation purposes. He has testified in a wide variety of federal and state courts across the country and frequently participates in arbitration and mediation proceedings.
Dr. Pratt holds an undergraduate degree in business administration from the University of Washington and a doctorate in business administration, majoring in finance, from Indiana University. He is a fellow of the American Society of Appraisers, a master certified business appraiser, a chartered financial analyst, a master certified business counselor, and is certified in mergers and acquisitions.
Dr. Pratt's professional recognitions include being designated a life member of the Business Valuation Committee of the American Society of Appraisers, a life member of the American Society of Appraisers, past chairman and a life member of the ESOP Association Advisory Committee on Valuation, a life member of the Institute of Business Appraisers, the Magna Cum Laude in Business Appraisal award from the National Association of Certified Valuation Analysts, and the distinguished service award of the Portland Society of Financial Analysts. He recently completed two three-year terms as trustee-at-large of the Appraisal Foundation. Dr. Pratt is the author of The Market Approach to Valuing Businesses, 2nd edition; Business Valuation Body of Knowledge: Exam Review and Professional Reference, 2nd edition; and Business Valuation Discounts and Premiums, 2nd edition; coauthor with Roger Grabowski of Cost of Capital: Estimation and Application, 4th edition; Cost of Capital: Workbook and Technical Supplement, 4th edition; and Cost of Capital in Litigation; coauthor with the Honorable David Laro of Business Valuation and Federal Taxes: Procedure, Law and Perspective, 2nd edition, all published by John Wiley & Sons; and The Lawyer's Business Valuation Handbook, 2nd edition, published by the American Bar Association. He is author of Valuing a Business: The Analysis and Appraisal of Closely Held Companies, 5th edition, and coauthor of Valuing Small Businesses and Professional Practices, 3rd edition, both published by McGraw-Hill. He is also coauthor of Guide to Business Valuations, 22nd edition, published by Practitioners Publishing Company.
He is publisher emeritus of a monthly newsletter, Shannon Pratt's Business Valuation Update (primarily for the professional appraisal community). Dr. Pratt develops and teaches business valuation courses for the American Society of Appraisers, the AICPA, and the National Association of Valuators and Analysts (NACVA), and frequently speaks on business valuation at national legal, professional, and trade association meetings. He also developed and often teaches a full-day seminar on business valuation for judges and lawyers.
William J. Morrison, CPA/ABV, is a partner in the Paramus, New Jersey, office of WithumSmith+Brown, PC, and has over 25 years experience as a valuation analyst. He is a CPA in New Jersey and is accredited in business valuation and forensics by the AICPA. He is the partner in charge of the firm's Litigation, Valuation and Insolvency Group.
He founded and was president of the forensic accounting firm, Morrison & Company (merged with WithumSmith+Brown in December 2010). He is a CPA licensed in New Jersey with over 30 years experience as an investigator, forensic accountant, and business valuator. He has also served as a special agent for the Federal Bureau of Investigation (FBI), an internal auditor, and a CPA. Mr. Morrison has been qualified as an expert for the Supreme Court, Superior Court, and Federal Court of New Jersey, and has been appointed as an expert for the federal and state courts in New Jersey in over a thousand matters as a forensic accountant, valuation expert, and mediator. He has provided expert witness services in complex civil and criminal matters involving stockholder oppression, high-net-worth divorces, economic damage claims, and federal, criminal, and tax matters, among others.
He has lectured to organizations such as the New Jersey Institute of Continuing Legal Education, American Society of Appraisers, NACVA, and New Jersey Society of Certified Public Accountants (NJSCPA).
A graduate of Boston College with a bachelor of arts degree in history, he also earned his master's degree in business administration from Fairleigh Dickinson University. He is a member of the AICPA, NJSCPA, and the Society of the Former Agents of the Federal Bureau of Investigation.
Gilbert E. Matthews, CFA, co-author of Chapter 3, “Fair Value in Shareholder Dissent and Oppression,” is chairman and a senior managing director of Sutter Securities, an investment banking firm headquartered in San Francisco. He has more than 50 years of experience in investment banking, having worked with a wide variety of clients in mergers, acquisitions, and divestitures, friendly and unfriendly tender offers, public and private offerings of securities, recapitalizations, bankruptcy and other financial restructurings, and international transactions. Mr. Matthews has provided expert testimony in more than 20 states with respect to valuation, investment banking practice, and other matters.
Prior to joining Sutter in 1995, Mr. Matthews was with Bear Stearns in New York, where he had been a senior managing director and a general partner of its predecessor partnership. He was in the Corporate Finance Department from 1967 through 1995 and a security analyst from 1960 through 1967. From 1970 through 1995, he was chairman of Bear Stearns' Valuation Committee, which was responsible for all opinions and valuations issued by the firm.
Mr. Matthews received an AB from Harvard and an MBA from Columbia. He has spoken on fairness opinions, valuations, and related matters before numerous professional groups. In addition, he has written several book chapters and articles on fairness opinions, corporate valuations, and litigation relating to valuations and appraisals. He is on the editorial boards of Business Valuation Review, published by the American Society of Appraisers, and Business Valuation Update, published by Business Valuation Resources, and is a member of the Fairness Opinions Working Group of the International Valuation Standards Council.
Michelle Patterson, JD, PhD, co-author of Chapter 3, “Fair Value in Shareholder Dissent and Oppression,” is a lawyer and retired professor. She received her JD from UCLA in 1982, her PhD from Yale in 1975, and her AB from the University of Chicago in 1965. Having been a professor for many years at Brandeis University and the University of California, Santa Barbara, she attended law school at UCLA and practiced litigation with a national corporate law firm. Dr. Patterson subsequently moved to San Francisco, taught law and other courses at San Francisco State, was the director of Pre-Law Advising, and did professional jury analysis with a litigation support company. Since 2001, she has been a consultant to Sutter Securities, where she has assisted in litigation matters and financial advisory services. Dr. Patterson has served on various editorial boards and published numerous articles, some with Gil Matthews in the areas of business finance and corporate law.
Noah J. Gordon, Esq., author of Chapter 4, “Standards of Value for Partnership and Limited Liability Company Buyouts,” is legal counsel for Shannon Pratt Valuations, Inc., where he is regularly involved with business valuations. He regularly contributes to business valuation publications and has served as a contributing author and editor of several legal treatises and publications. He has recently contributed to Guide to Business Valuations (2013), The Lawyer's Business Valuation Handbook, 2nd edition (2010), Business Valuation Discounts and Premiums, 2nd edition (2009), Valuing a Business: The Analysis and Appraisal of Closely Held Companies, 5th edition (2008), Cost of Capital: Applications and Examples, 4th edition (2010), and The Market Approach to Valuing a Business, 2nd edition (2005). He served as associate editor of Shannon Pratt's Business Valuation Update, Economic Outlook Update, and BV Q&A Update for Business Valuation Resources, and he also was an executive editor with Wolters Kluwer/Aspen Publishers and a managing editor with Prentice Hall in those publishers' legal publications divisions. He also maintains a freelance editorial business. Mr. Gordon is admitted to the bars of Oregon, New York, New Jersey (resigned), the District of Columbia (resigned), and the United States Supreme Court. He holds a BA from Haverford College, and a JD from the Benjamin N. Cardozo School of Law.
Neil J. Beaton, CPA/ABV/CFF, CFA, ASA, co-author of Chapter 6, “Fair Value in Financial Reporting,” is a managing director at Alvarez & Marsal Valuation Services, LLC. He has over 25 years of experience analyzing and valuing both closely held and publicly traded companies. Neil has appeared as an expert witness in numerous courts across the country and internationally, was an instructor for the AICPA's business valuation courses, and speaks nationally on business valuation topics with a special emphasis on early-stage and high-technology companies. He has authored or coauthored a number of books and articles throughout his career. In addition, Neil has served on the AICPA's Merger & Acquisitions Disputes Task Force and the AICPA ABV Exam Committee, and is currently co-chair of the AICPA's Cheap Stock Task Force. He has served on the AICPA's National Accreditation Commission and Business Valuation Committees and the FASB's Valuation Resource Group. Neil has a BA in economics from Stanford University and a MBA in finance from National University. In addition to his formal education, Neil is a CPA, accredited in business valuation, a chartered financial analyst, and accredited senior appraiser in business valuation by the American Society of Appraisers.