A mechanism for increasing the value of a company in other countries. How to increase the value of a company before selling it. How to identify reserves for increasing enterprise profits

With the development of a market economy in Kazakhstan, it became possible to invest money in a business, buy and sell it, i.e. business has become a commodity and an object of evaluation. Valuation is necessary for corporatization, reorganization, development of enterprises, use of mortgage lending, and participation in the stock market.

The results of the cost assessment affect almost all indicators of the enterprise. To achieve success in the activities of any company, a manager, when making every serious management decision, must calculate whether its implementation will increase the value of the company. In the West there is an axiom: “It is necessary to use enterprise value assessment to make better management decisions”; In Kazakhstan, this approach is still being intensively studied, but in practice it is used extremely rarely.

Usually, to improve the quality of management, individual structural divisions, processes, types of products, and areas of activity are analyzed, while it is necessary to study the entire structure as a whole, taking into account external and internal relationships. An enterprise is a complex system that uses economic resources(labor, natural and financial), changing with respect to the types of products (works, services), methods of their production and sale. It is possible to analyze simultaneously all components of the structure based on an assessment of the value of the enterprise (business).

In a condensed form, the essence of the concept of enterprise value management comes down to the fact that from the point of view of shareholders (investors) of the enterprise, management should be aimed at ensuring growth market value enterprise and its shares, since such growth allows shareholders (investors) to receive for them the most significant income in comparison with other forms from investments in the enterprise - exchange rate cash income from the resale of all or part of the shares they own, or exchange rate non-monetary income expressed in an increase value (value) belonging to shareholders net assets, and therefore the amount of their own capital. An increase in the value of net assets corresponds to an increase in the value of both the enterprise and its shares. Therefore, in the concept of enterprise value management, emphasis should be placed on the growth of the enterprise value: “Enterprise value management comes down to ensuring the growth of the value of the enterprise and its shares.”

In a market economy, more and more domestic enterprises are paying attention to the economic strategy of their development. Changes in the market economy make the need for strategic choice obvious. A well-formed strategy allows an enterprise to reliably assess the economic opportunities for its development and growth and concentrate strategic resources on the most promising areas of its activities.

Therefore, there is an urgent need to develop theoretical and methodological approaches to the development of managerial impacts on business when using an assessment of the value of an enterprise (business) as the main criterion for the effectiveness of management based on evaluative management, value-oriented management.

Valuation of an enterprise's business is a set of measures necessary to determine cost indicators, which can subsequently be taken as the price of the enterprise as a product. A business assessment allows you to determine the extent to which the company’s services, products, and overall activities are in demand.

In this work, to determine the market value of an object, we reviewed and used methods widely used in valuation practice and procedures recommended by international valuation standards.

There are three approaches to assessing the value of assets: income, comparative and cost.

According to the income approach, the value of an asset is determined by its expected earnings. Two common methods of the income approach are the direct capitalization method and the discounted cash flow method.

When using the capitalization method, annual income is divided by the capitalization rate to obtain the value of future earnings. In this case, profit before or after taxation is most often taken as income. The capitalization rate must be consistent with the definition of income used.

The discounted cash flow method calculates the expected future cash flows available for distribution to investors and then converts them to present value using a discount rate that reflects the risk of those cash flows.

The comparative (market) approach is based on the assumption that the value of assets is determined by the price for which they can be sold in the presence of a sufficiently mature market. The comparative approach is based on the assumption that completed transactions are the result of judgments of buyers and sellers regarding the value of objects and contain information indicating their market value. In progress comparative analysis prices of objects similar to the one being appraised are adjusted for differences in the main characteristics between the object being appraised and the analogue object.

The cost approach includes assessing the cost of reproduction/replacement of an object and determining various types wear: physical, functional and external.

The choice of business valuation method directly depends on the purposes for which it is carried out. For the purpose of managing the value of a company, several valuation methods and, accordingly, several value indicators can be used. These indicators are not subject to integration; they are analyzed separately, compared with each other and used to accept different management decisions.

The property complex owned by Xxx LLP (assets arriving in the future) was calculated using the cost approach based on concluded contracts and the income approach as income-generating property (based on the discounted cash flow method).

The value of the subject property was determined in terms of its highest and best use.

To determine the relative weight of each assessment method, the following factors must be taken into account:

  • the purpose of the assessment and its intended use;
  • quantity and quality of data supporting the method.

Taking into account all these factors makes it possible to weigh and ultimately draw a final conclusion.

To determine the final value of the valuation object, the advantages and disadvantages of each valuation approach were analyzed and assessed.

From a comparison of the approaches considered, it is clear that there is no ideal approach to determining market value. An indicator of the applicability of various methods and procedures to assessing market value is the way in which the property rotates on open market. Any method based on market information is inherently comparative.

Therefore, after assessing the object (business), it is necessary to coordinate the results. Reconciliation is a process in which certain logical judgments are made to arrive at a final estimate of value. Before starting, it is necessary to consider all the facts and check the accuracy of the calculations. All assumptions are checked for reasonableness and reliability. In this case, it is necessary to decide on the situation - to choose which approach to valuation will be fundamental, having the greatest weight in making the final decision on the value of the object being valued, and which two other approaches will be required to guide the appraiser, to help in his logical reasoning.

This approach can and should act in a number of cases as the main one, but it has significant limitations in the application and interpretation of the results. It should be noted that, subject to the necessary conditions of application, the results of calculations within the framework of the income approach serve as a guide for a potential investor (buyer).

The results within the cost approach are static. They do not characterize the investment attractiveness of the enterprise and the prospects for operating the property being assessed as an operating business.

Based on the fact that the objective determination of the market value of a property complex is the cost approach to valuation, the value was determined using the cost approach.

We also used the income approach to determine the market value (discounted cash flow method), which takes into account the expected benefits. As a basis for calculating the cost using this method, we calculated income from production activities on the basis of the property complex of Xxx LLP.

We considered the sales comparison method unacceptable, since the analysis of market information did not reveal reliable verifiable data.

As of the date of assessment of enterprises of a similar level, with similar equipment characteristics, production process and the technologies used were not identified. There was also no information on sales of buildings similar to the property being assessed in size and design features, on the basis of which a reasonable market value could be empirically determined.

And the fact that the method of comparative sales analysis can only be applied in the case where a developed market provides an influx of a significant amount of information on similar objects does not allow us to evaluate the object using this approach in evaluation.

To finalize the assessment results, it is necessary to assign weights to the assessment results obtained by each approach. Weighting coefficients show what proportion of the value obtained as a result of using each of the applied valuation methods is present in the final market value of the property being valued (taking into account the purposes of the valuation).

The value obtained using the discounted cash flow method opens up the prospect of successful further financial and economic activities, and the company shows how much profit the company will receive, how various external market factors will affect the amount of cash flow. This method was given the greatest weight as reflecting the potential of the company and the possibility of using it to generate income. At the same time, factors such as contract-confirmed selling prices for products sold and the presence of demand for electricity in the region were also taken into account.

The income approach is the best for estimating the value of objects commercial real estate, as well as enterprises as property complexes. Income valuation is based on the assumption that the value of the property is equal to the current (today's, present) value of the rights to future income; it reflects the possibility of generating income from the operation of the property being valued.

Investments in a business are maximally profitable only if you objectively assess its value and make efforts to grow it. This task requires the use of approaches from a new management concept - value based management (VBM).

This concept appeared in the 1980s. in USA. It involves assessing all decisions of the company’s management from the perspective of their impact on its market value. This is necessary for investors and owners who need to know the value of their business in order to understand whether it is worth investing in it.

Cost management practices have changed significantly over last years. In the early 1980s. it consisted in determining various indicators (“ economic profit" and "residual income"), including the "price" of capital of each business. These indicators reflected unprofitable areas of capital investment within the company.

Cost-based measures were objective, but did not provide sufficient information for future investments to introduce new products or enter new markets where profits and required capital unknown. To solve these problems they needed more than these metrics; they needed an approach that linked long-term strategy to capital investment planning.

This became possible in the late 1980s. with the emergence of the VBM discipline - value-based management. VBM brought together corporate finance and business strategy to form economic basis to evaluate business investments. It allows you to understand what motivates financial results, and justify financial forecasts.

In the 1990s. This management concept began to be applied in Europe and Asia, and then by large Russian companies that sought to meet the requirements of a foreign investor.

VBM- new concept management, the increased interest in which is due to several reasons. The first group of reasons is associated with increased business dynamism and a sharp increase in the role of intellectual resources as an advantage in competition. The second is related to increased competition and the need to satisfy the interests of all stakeholders (consumers, suppliers, government bodies and company personnel). This is the foundation for long-term planning. The third group of reasons is based on the relationship between owners and managers, the imbalance of their diverse interests, and the shift in actual control over the business from the owner to managers. Interest in VBM is explained by the ability to analyze and evaluate the performance of an enterprise, taking into account changes occurring in the business environment.

The main provisions of VBM can be presented as follows:

The main goal of strategic management is to maximize business value;

Value is most closely related to the cash flow a business generates;

The main criterion for management effectiveness is the increase in business value.

In its classical form, the VBM model is described in the works of T. Copeland, T. Koller, D. Murrin and is presented in Fig. 3.1.

Figure 3.1 - VBM model in classic form

Actual cost - estimated using the discounted cash flow method.

Potential value taking into account internal improvements - financial analysis of the company, identification of cost factors, formation and implementation of a strategy for increasing value.

Potential value, taking into account internal and external improvements - the use of external restructuring (purchase of a company, merger, sale or liquidation of divisions, creation of joint ventures).

Optimal restructured value - financial restructuring (making decisions regarding debt management, increasing equity, converting debt to equity).

The actual value of discounted cash flows is equal to the current market value of the enterprise. The discrepancy between these values ​​requires certain measures.

If the current market value is less than the actual value of cash flows, then it is advisable to improve interaction with the market to increase market value or buy back shares. Otherwise, the discrepancy may indicate that the company needs to improve its asset management.

Eliminating the negative gap between costs is possible through internal improvements, for example, increasing the rate of profit from core activities, accelerating sales growth, reducing required working capital. Given favorable strategic and operational opportunities, an enterprise can realize its potential value through a portfolio of assets. This stage cost management is carried out after analysis and identification of cost factors based on internal audit and analysis of financial and economic activities.

So, the main goal of value-oriented management is to minimize the gap between the restructured and current value in the interests of owners in a competitive market.

Cost management is a long and complex process that requires managers at all levels of the organization to change their management approaches. Managers study cost management tools and cost drivers, then explore new approaches in more detail. Once the results of using value management tools are understood, the management team can switch to value-based incentive systems.

Istraproduct LLC strives for high results. Management carefully summarizes the company's performance, comparing them with the performance of competitors, as well as with its own results for different years to assess progress.

However, the company's decision-making process is not based on value. The company is focused on meeting the target indicators of its core activities. The management of the enterprise successfully increases profits to the detriment of the long-term market position of the enterprise (at the expense of necessary expenses). Understanding the imprudence of such a position for the near future, managers of Istraproduct LLC must implement cost management and accept the cost of the business as the main indicator of their performance results. At the same time, it should be understood that cost management must take into account the assessment of results and cover all aspects of activity, including the lowest level of decision-making.

We can highlight the key factors for the successful implementation of a cost management system at Istraproduct LLC:

Assisting managers in accepting business value as the main indicator of company performance;

Strengthening connections between lower and upper levels of management by introducing a system of cost factors for each level;

Retraining of personnel, training them in the principles of business value management;

Integration of cost management approaches and principles into the planning process;

Linking the company’s personnel motivation system with the creation of enterprise value;

Providing the necessary information (balance sheets of business units, comparable external data);

Availability of uniform and easy-to-use reporting forms and valuation models that facilitate the work of managers;

Introducing a cost approach into strategic decisions and using financial and strategic information to create greater company value;

Assessing capital and personnel needs based on enterprise value;

Application of an early warning system for negative, destructive processes at different stages of management from the perspective of a business value criterion.

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Introduction

The development of the Russian market economy is going through a very difficult and long path. Difficult to predict market dynamics, an abundance of new policy decisions and legislative acts create for Russian enterprises numerous obstacles to development. In such conditions, strategic enterprise management is of particular importance. It is becoming increasingly relevant for Russian enterprises that are entering into fierce competition, both among themselves and with foreign corporations. Today, leading economists in the world recognize that the main financial goal strategic management the enterprise is to increase its value. However, the implementation of cost management principles in an unstable economic situation faces serious difficulties.

The most important element in the cost management system is business valuation. Existing assessment methods are not suitable for solving the problem of decision-making under conditions of uncertainty. This is confirmed by the fact that traditional methods of the income approach do not allow taking into account the effects arising from the conditions of a developing market economy, such as high and changing growth rates, poor predictability of performance results. In addition, calculating the value of a business within the framework of these methods does not sufficiently take into account the financial indicators of the enterprise (return on capital, reinvestment ratio). Also, the methods used to calculate the value of a company do not allow us to take into account the uncertainty accompanying the strategic management process when making forecasts. Consequently, modern methods assessments do not allow us to determine the impact of control actions on increasing the value of the company.

The scientific literature contains fundamental principles company valuations. However, their methodological aspects practical application for the purposes of analyzing strategic decisions are not fully developed.

The need for scientifically based analysis and development of methods for assessing business under conditions of uncertainty in order to select strategic alternatives determined the choice of research topic.

The purpose of the work is to study financial aspects and problems of increasing enterprise value.

Job objectives:

Consider approaches and methods for assessing the value of an enterprise;

Study financial instruments for creating company value;

Conduct analysis financial condition companies;

Assess the value of the company’s business from the perspective of various approaches;

Suggest a way to increase the value of an enterprise using liquidation value.

The information and analytical basis for the work were legislative and regulatory acts, scientific works authors on the research topic, materials and accounting data of Istraproduct LLC, publications in periodicals, Internet resources.

1. Theoretical aspects of enterprise value assessment

1.1 Approaches to enterprise value assessment

When assessing the value of any business, various approaches can be used. The most frequently used are three approaches, fixed in regulatory valuation standards: cost-based, comparative (market) and profitable. They mean a set of cost estimation methods based on:

Determining the costs required to restore or replace a given object, taking into account its wear and tear (cost approach);

Comparing the valuation object with similar objects for which there is information on the prices of transactions with them (comparative approach);

Determining the expected income from the valuation object (income approach).

The listed approaches include the methods presented in Fig. 1.1. Valuation method is a method of determining the value of an appraisal object in the context of one of the approaches.

Figure 1.1 - Approaches and methods for business assessment

When choosing the necessary approaches and methods for assessing a business, it is necessary to consider the advantages and disadvantages of each of them (Table 1.1).

Table 1.1

Main advantages and disadvantages of business valuation approaches

Advantages and disadvantages

Comparative

Profitable

Expensive

Advantages

Fully market method, reflects current real purchasing practice

The only approach that takes into account future expectations, takes into account the market aspect (market discount), takes into account economic obsolescence

Based on real-life assets, especially suitable for certain types of companies

Flaws

Based on the past, no consideration of future expectations; a number of amendments are required, difficult to access data

Labor-intensive forecast, partly probabilistic in nature

Often does not take into account the value of intangible assets and goodwill; static, no consideration of future expectations; does not consider profit levels

Let us consider the features of the mentioned approaches and methods.

The income approach is a set of methods for estimating the value of the valuation object, based on determining the expected income from the use of the valuation object. When assessed from the perspective of the income approach, the main factor determining the value of an object is income. The greater the income brought by the object of assessment, the greater the market value of the enterprise, all other things being equal. The main methods of the income approach are presented in table. 1.2.

Table 1.2 Main methods of the income approach

Income capitalization method

Discounted Cash Flow Method

Business value (V) is determined by the formula V = D/R, where D is the net income of the business for the year, R is the capitalization ratio

The value of a business is obtained by forecasting the income streams from it and discounting them in accordance with the rate of return required by the investor

Conditions for using the method

The company's income is stable (confirmed by analysis of income for previous periods and identified trends). The stability of income is justified by a retrospective analysis of financial data. reporting for 3-5 years and industry stability

The company's income varies significantly from year to year and is discounted separately. Income for the post-forecast period (reversion cost) can be calculated using the Gordon model

The cost approach to business valuation is based on determining the value of assets and liabilities (Table 1.3)

Table 1.3 Cost approach and its inherent methods

If the enterprise is expected to continue operating as a property complex, the net asset method is used.

The comparative approach is a set of valuation methods based on comparison of the object of evaluation with similar objects for which information on prices is available.

For comparison, objects that compete with the business being assessed are selected, and the data is adjusted accordingly. The amendments are based on the principle of contribution. The comparative approach is implemented through three methods (Table 1.4).

Table 1.4 Comparative approach methods

The use of the three designated approaches simultaneously allows us to get an idea of ​​the market value of the property being assessed.

1.2 Financial instruments for creating value and financial model of company analysis

Enterprises at any stage of development evaluate the effectiveness of their activities. Many companies seeking rapid growth, or, on the contrary, in a state of stagnation or crisis, justify financial instruments for creating and increasing value. When creating or using these tools, companies need to understand:

Specifics of choosing a value creation tool;

The main characteristics of this tool;

Compliance of the value creation tool in question with the specifics of a particular company;

The price of using the value creation tool in question;

Financial sources for the implementation of the considered value creation tool;

Alternative value creation tools;

Methods for assessing the contribution of this instrument to the value of the company and others.

Thus, the company must solve the following problems:

Identification of value creation tools and justification of the importance of a particular tool for the implementation of strategic goals;

Determining the factors for each value creation tool that affect the company's value and assessing the significance of these factors. This requires the development of tools for assessing the significance of factors;

Determining the technology for obtaining a quantitative assessment of the influence of a particular factor on the value of a business using an appropriate algorithm.

Let's take a closer look at each task from the point of view of availability methodological developments to solve it.

It is necessary to use the following algorithm to form a set of financial instruments for creating company value:

Identifying the investment expectations of the business owner;

Analysis of the experience of using value creation tools in other companies and the formation of a representative sample of them;

Justification of value creation tools suitable for the company;

Formation of typological groups of company value creation tools.

Thus, the first stage of the methodological approach to the use of value creation tools is the justification and selection of these tools. Currently, there are several financial instruments that allow company owners and managers to carry out activities aimed at creating and managing the value of the company. Each company has its own system of priorities, but these priorities should be determined based on principled approaches to value management.

An analysis of economic literature has shown that at least the following main tools for creating company value can be identified:

Financial strategy;

Investment policy;

Investment attractiveness;

Corporate governance.

Each of these instruments is characterized by its own set of value formation factors.

A specific company, adopting a cost management concept, selects both a portfolio of instruments and individual instruments that are more suitable for this company. Each of the selected instruments is characterized by certain factors that determine the essence of this instrument. These factors are qualitative characteristics that reflect the characteristics of the value creation tool. Moreover, each factor is characterized by a certain system of indicators. A well-developed and published rating method can serve as a tool for assessing the significance of factors. A tool for obtaining a quantitative assessment of the influence of a particular factor on the increase in business value is the construction financial model companies.

In foreign and domestic literature there are numerous options for substantive and formal recording of modifications of this model.

The construction of a company’s financial model is based on the following premises:

Various modifications of profit and income indicators as the most familiar to many generations of economists and businessmen. The main idea is that you need to do more than just consider the difference between results and costs with possible options names for this difference. Should be studied alternative options possible investments and, accordingly, an acceptable option can be considered the one that makes it possible to reveal that the result obtained is positive even with other options for investing resources;

The need to establish a minimum level of return on capital for shareholders. Shareholders must understand that venture financing in the most radical version should bring an income no lower than, for example, a deposit;

The ability of an investment to generate cash flow. As a rule, it is the possibility of generating cash flow that makes it possible to identify the significance of one or another factor in creating business value;

Formation of cost thinking of the business owner, including using various modifications of the financial model. Since the owner of the business is at the head of the business, it is precisely the formation of this kind of thinking that seems to be the most difficult task.

Currently, in the practice of assessing and managing the value of a company, two groups of models are used as financial ones:

Based on the concept of present value of cash flows generated by a business;

Based on the concept of economic profit.

These models are well developed and presented in the literature.

Thus, there is a need to solve three problems to determine the increase in business value and evaluate the company. Each of these tasks must have appropriate methodological tools.

2. Assessing the value of an enterprise and using its results to improve business efficiency

financial market value liquidation

2.1 Analysis of the company’s financial condition

An assessment was made of the business of Istraproduct LLC, which is located at the address: Russia, Moscow, Leninsky Prospekt, 121/1 building 2. Description of activity: own production And wholesale trade broiler chicken meat (chicken thigh fillets, breast fillets, boneless legs, chicken carcass used, wing bones, chicken skin).

As part of the investment project, modernization was carried out at Istraproduct LLC, as a result of which the volume of broiler chicken meat production increased more than 10 times and reached 42 thousand tons in live weight.

This company is one of the most profitable agricultural enterprises in Moscow and the Moscow region. The volume of net profit increases annually: 362.730 million rubles. in 2012, 537.936 million rubles. in 2013, 576.420 million rubles. in 2014. The level of profitability of activities in the reporting year was 29.1%.

The key stage of the assessment is financial analysis, since it is intended to assess the financial condition of the enterprise and the level of financial risks. The forecasting of income and expenses is directly based on the results of financial analysis, and the discount rate used in the discounted cash flow method is determined.

The financial condition of a company can be assessed and analyzed using groups of indicators of financial stability, liquidity, solvency and profitability.

All liquidity ratios of Istraproduct LLC are characterized by a growth trend and significantly exceed standard values ​​(Table 2.1).

Table 2.1 Liquidity indicators of Istraproduct LLC

The dynamics and changes in the financial stability coefficients of Istraproduct LLC, as well as regulatory restrictions are given in table. 2.2.

Table 2.2

Financial stability indicators of Istraproduct LLC

Index

Normative value

Deviation 2014 from 2012

Deviation 2014 from 2012

Autonomy coefficient

Debt to equity ratio

Ratio of mobile and immobilized assets

Maneuverability coefficient

Provision ratio of own working capital

Coefficient of supply of inventories and costs from own sources

Industrial property ratio

Performed analysis financial ratios indicates a slight increase in the financial stability of Istraproduct LLC for the analyzed period.

All of the above characterizes the fairly high and stable financial position of Istraproduct LLC in the poultry industry in the steadily developing Russian market.

2.2 Estimation of enterprise value using various approaches

Of all the methods of the property approach, the net asset method was used, according to which the market value of an enterprise is equal to the book value of its equity capital.

Net assets - the amount of assets minus borrowed sources financing.

This method is an indirect method of calculating enterprise value, which uses balance sheet data as of the last reporting date.

Determining the market value of a company using the cost approach is presented in Table. 2.3.

Table 2.3 Determination of the market value of Istraproduct LLC using the net asset method

Indicator name

Balance line code

Intangible assets

Fixed assets

Construction in progress

Long-term with

Other noncurrent assets

Accounts receivable

Cash

Other current assets

Total assets

2. LIABILITIES

Borrowed funds

Accounts payable

Other liabilities

Total liabilities

3. Net assets, thousand rubles.

Assets - Liabilities

The market value of Istraproduct LLC according to the net asset method as of January 1, 2015 is 2031.984 million rubles.

In the income approach, based on the specifics of the enterprise’s activities and the amount of available information, the discounted cash flow method was used.

This method assumes that the value of the enterprise today is determined by future cash income discounted to the valuation date. In domestic practice, it is advisable to use cash flow as an indicator of income.

The market value of the property will be equal to the sum of the current value of future income, that is, all future income is converted into value on the valuation date using a discount rate and summed up.

An analysis of the discounted income of Istraproduct LLC for three future periods was carried out with the recalculation of forecast cash flows into the price of the business in the post-forecast period.

Cash flow can be calculated for equity capital and for total invested capital. For this assessment, the net cash flow for equity is selected, which is defined as:

Net profit - Absolute increase in fixed assets - Depreciation charges - Increase in long-term debt - Increase in net working capital= Cash flow.

The market value of a business using the discounted cash flow method is determined by the formula:

where Vcalc is the estimated market value of the property;

n is the number of forecast periods (forecast period);

r - discount rate;

DP1...DPn - cash flow corresponding to the forecast period;

Vost is the value of property in the post-forecast period.

Calculating the value of a company begins with constructing a forecast based on existing trends in the activities of the enterprise. Cash flow is calculated in terms of optimistic, pessimistic and average options based on the corresponding net profit.

At the next stage, the discount rate is calculated using the cumulative construction model using the following formula:

where Rf is the risk-free discount rate;

S1 ... Sn - risks inherent to the enterprise:

S1 - risk depending on the size of the enterprise;

S2 - risk financial structure;

Sn - other risks.

The annual rate in rubles on deposits in the amount of 10.5% was taken as the risk-free rate according to the Rosbusinessconsulting agency. The rate was calculated based on a sample of banks with Group B reliability according to the Rating Information Center as of the assessment date.

Calculation of risks inherent to the enterprise is given in table. 2.4. Calculation of risk for the size of the enterprise. The net asset value of Istraproduct LLC is 2,031.984 million rubles.

Table 2.4

Calculation of risks inherent in the company Istraproduct LLC

Risk score

Unsystematic risk

Diversification of activities

Market share

Quality of management

Systematic risk

Inflation rate

Interest rates

The economic growth

Exchange rates

Crime factors

Change in government policy

Barriers to entry into the industry

Number of observations

Weighted total

Number of factors

Weighted average

Since the optimal size of an enterprise should be $100 million, and the size of Istraproduct LLC is less than this amount, we will determine the risk premium for the size of the enterprise. The maximum value of this risk is 5%.

The risk premium for the size of Istraproduct LLC was adopted at the level of 1.71%.

Calculation of the risk of the financial structure is presented in table. 2.5.

Table 2.5 Risk of the financial structure of Istraproduct LLC

If the actual risk value exceeds the standard value, there is no risk for the company. If less, the risk must be taken into account. For all risks, the maximum value is also set at 5%. The risk of the financial structure of Istraproduct LLC is 1.56%.

The estimated discount rate for the enterprise is:

r = 6.8 + 10.5 + 1.56 + 1.71 = 20.57%.

According to the calculated discount rate, the present value of cash flows and the present value ratio were determined.

The amount of current cash flows in the forecast period amounted to 312.890 million rubles. The preliminary value of a business includes the current value of cash flows during the forecast period and the current value in the post-forecast period.

Calculation of value in the post-forecast period is based on the assumption that the business can generate income after the forecast period. After the forecast period, business income is expected to stabilize and there will be a stable long-term growth rate or flat income for the remainder of the period.

The post-forecast sales price of the enterprise was calculated using the Gordon model, according to which the annual income of the post-forecast period is capitalized into value indicators using a capitalization ratio, defined as the difference between the discount rate and the long-term revenue growth rate.

Capitalization rate = 20.57% - 10.00% = 10.57%,

where 10.00% is the average revenue growth rate in the post-forecast period.

Calculation of the current value of revenue (PV) using the Gordon model:

PVtv = (1,245.278 ? 0.520) / 0.1057 = 6,121.444 million rubles.

The market value of Istraproduct LLC, calculated using the income approach, is 6,825.413 million rubles.

To assess the value of an enterprise within the framework of a comparative approach, the capital market method was used taking into account price multipliers.

This method consists of selecting an enterprise similar to the one being valued, which has recently been sold, or has official capitalization information available for it. Then the relationship between the market selling price of a similar enterprise and any of its financial indicators (price multiplier) is determined. The market value of equity capital is equal to the product of a similar financial indicator of the company being valued and the price multiplier.

Using a comparative approach, the problem of lack of information about the sale of agricultural enterprises and the results of capitalization due to the specifics of the business was identified. Therefore, some assumptions had to be made.

Based on a number of characteristics, a company was selected that was comparable to the one being evaluated and which could be used to calculate multipliers. Prodsbyt LLC (Moscow) is a vertically integrated holding company specializing in feed production, poultry and pig farming, processing, and sales. Istraproduct LLC is comparable in development rates to Prodsbyt LLC.

Next, the values ​​of price multipliers were calculated. Price multiplier is the relationship between the company's market price and any of its indicators characterizing the results of production and financial activities.

In valuation practice, the two most common price multipliers are:

- “Price/Profit”, information on the profit of the company being valued and similar enterprises for determining which is the most accessible;

- “Price/Proceeds from sales”, does not depend on the management methods accounting and is universal, which eliminates the need for the appraiser to make complex adjustments.

In calculating the market value of Istraproduct LLC, two interval multipliers were used: “Price/Proceeds from Sales” (P/S) and “Price/Net Profit” (P/E). Their values ​​for Prodsbyt LLC for 2014 were 0.86 and 11.78, respectively. Data on these indicators have been published rating agency"Expert".

The calculation of enterprise value is presented in table. 2.6.

Table 2.6

Calculation of the value of Istraproduct LLC using the capital market method

The market value of Istraproduct LLC, according to the capital market method, is 4509.626 million rubles.

As a result, three cost calculation methods were used and the following assessment results were obtained:

According to the cost approach (net asset method) - 2031.984 million rubles.

According to the income approach (method of discounting future income) - 6825.413 million rubles.

According to the comparative approach (capital market method) - 4509.626 million rubles.

To compare the results of enterprise values ​​obtained by various methods, comparison criteria were selected and weighting coefficients were calculated (Table 2.7)

Table 2.7 Comparison criteria and calculation of weighting coefficients

Criteria

Cost-effective approach

Income approach

Comparative approach

Compliance with assessment objectives

Consistency of information used

Sufficiency of information

Reliability of information

Accounting for property potential

Accounting for market conditions

Accounting for business development prospects

Accounting for risk

Easy calculations

Accounting specific features object of assessment

Number of observations

6/10 ? 10/13 = 0,462

To determine a more accurate business value, it is necessary to calculate a weighted average value taking into account the specific weight of the approaches used.

Market value of business = 2031.984? 0.462 + 6825.413 ? 0.461 + 4509.626 ? 0.077 = 4432.536 million rubles.

The total market value of Istraproduct LLC is 4,432.536 million rubles.

Comparing the results of assessing the value of Istraproduct LLC, obtained by applying three approaches to business valuation - costly, profitable and comparative, we can draw the following conclusions.

The cost of the business according to the cost approach, which considers the cost in terms of costs incurred, turned out to be the smallest (RUB 2,031.984 million), which can be explained by the significant share of borrowed funds in the balance sheet liabilities. However, it can be argued that this phenomenon is temporary, since the company is developing new sites and expanding its activities, and therefore incurs significant costs (high liabilities) that it cannot repay.

The market value of the company according to the income approach is 2,315.787 million rubles. higher than the result obtained using the comparative approach. Consequently, the market is still undervaluing Istraproduct LLC, since according to this approach, the value of a company’s equity capital is determined by the amount for which it can be sold.

The result obtained under the income approach reflects the future value of the enterprise at the valuation date. It is necessary to strive for equality of results obtained using comparative and income approaches.

3. Directions for increasing enterprise value

3.1 Measures to implement the company’s value management system

Investments in a business are maximally profitable only if you objectively assess its value and make efforts to grow it. This task requires the use of approaches from a new management concept - value based management (VBM).

This concept appeared in the 1980s. in USA. It involves assessing all decisions of the company’s management from the perspective of their impact on its market value. This is necessary for investors and owners who need to know the value of their business in order to understand whether it is worth investing in it.

The practice of value management has changed significantly in recent years. In the early 1980s. it consisted of determining various indicators (“economic profit” and “residual profit”), including the “price” of capital of each business. These indicators reflected unprofitable areas of capital investment within the company.

Cost-based measures were objective, but did not provide sufficient information for future investments to introduce new products or enter new markets where profits and capital required were unknown. To solve these problems they needed more than these metrics; they needed an approach that linked long-term strategy to capital investment planning.

This became possible in the late 1980s. with the emergence of the VBM discipline - value-based management. VBM integrated corporate finance and business strategy to form an economic framework for evaluating business investments. It allows you to understand what drives financial performance and inform financial forecasts.

In the 1990s. This management concept began to be applied in Europe and Asia, and then by large Russian companies that sought to meet the requirements of a foreign investor.

VBM is a new management concept, the increased interest in which is due to several reasons. The first group of reasons is associated with increased business dynamism and a sharp increase in the role of intellectual resources as an advantage in competition. The second is related to increased competition and the need to satisfy the interests of all stakeholders (consumers, suppliers, government agencies and company personnel). This is the foundation for long-term planning. The third group of reasons is based on the relationship between owners and managers, the imbalance of their diverse interests, and the shift in actual control over the business from the owner to managers. Interest in VBM is explained by the ability to analyze and evaluate the performance of an enterprise, taking into account changes occurring in the business environment.

The main provisions of VBM can be presented as follows:

The main goal of strategic management is to maximize business value;

Value is most closely related to the cash flow a business generates;

The main criterion for management effectiveness is the increase in business value.

In its classical form, the VBM model is described in the works of T. Copeland, T. Koller, D. Murrin and is presented in Fig. 3.1.

Figure 3.1 - VBM model in classic form

Actual cost - estimated using the discounted cash flow method.

Potential value taking into account internal improvements - financial analysis of the company, identification of cost factors, formation and implementation of a strategy for increasing value.

Potential value, taking into account internal and external improvements - the use of external restructuring (purchase of a company, merger, sale or liquidation of divisions, creation of joint ventures).

Optimal restructured value - financial restructuring (making decisions regarding debt management, increasing equity, converting debt to equity).

The actual value of discounted cash flows is equal to the current market value of the enterprise. The discrepancy between these values ​​requires certain measures.

If the current market value is less than the actual value of cash flows, then it is advisable to improve interaction with the market to increase market value or buy back shares. Otherwise, the discrepancy may indicate that the company needs to improve its asset management.

Eliminating the negative gap between costs is possible through internal improvements, for example, increasing the rate of profit from core activities, accelerating sales growth, and reducing the required working capital. Given favorable strategic and operational opportunities, an enterprise can realize its potential value through a portfolio of assets. This stage of cost management is carried out after analysis and identification of cost factors based on internal audit and analysis of financial and economic activities.

So, the main goal of value-oriented management is to minimize the gap between the restructured and current value in the interests of owners in a competitive market.

Cost management is a long and complex process that requires managers at all levels of the organization to change their management approaches. Managers study cost management tools and cost drivers, then explore new approaches in more detail. Once the results of using value management tools are understood, the management team can switch to value-based incentive systems.

Istraproduct LLC strives for high results. Management carefully summarizes the company's performance, comparing them with the performance of competitors, as well as with its own results for different years to assess progress.

However, the company's decision-making process is not based on value. The company is focused on meeting the target indicators of its core activities. The management of the enterprise successfully increases profits to the detriment of the long-term market position of the enterprise (at the expense of necessary expenses). Understanding the imprudence of such a position for the near future, managers of Istraproduct LLC must implement cost management and accept the cost of the business as the main indicator of their performance results. At the same time, it should be understood that cost management must take into account the assessment of results and cover all aspects of activity, including the lowest level of decision-making.

We can highlight the key factors for the successful implementation of a cost management system at Istraproduct LLC:

Assisting managers in accepting business value as the main indicator of company performance;

Strengthening connections between lower and upper levels of management by introducing a system of cost factors for each level;

Retraining of personnel, training them in the principles of business value management;

Integration of cost management approaches and principles into the planning process;

Linking the company’s personnel motivation system with the creation of enterprise value;

Providing the necessary information (balance sheets of business units, comparable external data);

Availability of uniform and easy-to-use reporting forms and valuation models that facilitate the work of managers;

Introducing a cost approach into strategic decisions and using financial and strategic information to create greater company value;

Assessing capital and personnel needs based on enterprise value;

Application of an early warning system for negative, destructive processes at different stages of management from the perspective of a business value criterion.

3.2. Increasing enterprise value using liquidation value

The authors call liquidation value the value at which an appraised object could be sold on an open competitive market if the period for the sale of this object were shorter than “reasonably long” for a given type of object in a given market. As you know, the liquidation value of an object is always less than its market value.

Let us propose a scheme for the process of increasing the value of an enterprise based on the use of liquidation value. The process diagram for increasing enterprise value consists of four main stages:

1. Acquisition of objects at liquidation value;

2. Reflection of acquired objects in the balance sheet at cost;

3. Revaluation of previously acquired objects;

4. Increase in enterprise value.

Let's consider each stage of our proposed scheme for increasing the value of an enterprise.

1) Acquisition of objects at liquidation value. At this stage, the company’s specialists search for objects that can be sold at a price corresponding to their liquidation value, and the subsequent acquisition of these objects. To increase the efficiency of such activities, enterprise specialists must have certain knowledge and skills in identifying situations in which objects have a salvage value.

It is necessary to take into account that the subject of economic relations sells the object at a price corresponding to its liquidation value only if there are circumstances forcing him to shorten the period of sale of the object.

In the process of economic relations, the need arises to determine the liquidation value during assessment (see Fig. 3.2):

Collateral objects, when lending against collateral;

Property sold with the participation of bailiffs;

Assets of liquidated enterprises, including during bankruptcy proceedings;

Property that is in a tax lien and is subject to sale to pay off the tax debt of the taxpayer;

Unfinished construction projects;

Any property subject to accelerated sale due to any economic or other reasons.

2) Reflection of acquired assets in the balance sheet at cost. As you know, one of the principles for preparing financial statements is the principle of historical (actual) cost, which “determines the priority of asset valuation based on the costs of their production and acquisition.” This principle is specifically reflected in accounting standards relating to various types of assets.

International Accounting Standard 16, Property, Plant and Equipment, states in part: “An item of property, plant and equipment to be recognized as an asset shall initially be measured at its cost.”

Figure 3.2. Objects for which there is a need to determine the liquidation value

So, in the case of acquiring objects at a price corresponding to their liquidation value, this price will be one of the most important components of the initial cost at which the acquired objects are credited to the balance sheet of the enterprise.

Let's consider the situation of purchasing fixed assets at a price corresponding to their liquidation value. Schematically, the procedure for crediting fixed assets acquired at a price corresponding to their liquidation value to the balance sheet of an enterprise can be demonstrated using Figure 3.3.

Figure 3.3. Crediting to the balance sheet of the enterprise fixed assets acquired at a price corresponding to their liquidation value

As can be seen in Figure 3, the inclusion of acquired objects on the enterprise’s balance sheet only led to a change in the asset structure, leaving the liability structure unchanged.

3) Revaluation of previously acquired objects.

The section “Revaluation of fixed assets” of the national accounting standard 7 “Fixed assets” reads in particular:

"16. An enterprise revaluates an item of property, plant and equipment if its residual value differs significantly (by more than 10 percent) from its fair value at the balance sheet date...

17. The revalued initial cost and the amount of depreciation of an object of fixed assets are determined by multiplying, respectively, the initial cost and the amount of depreciation of an object of fixed assets by the revaluation index. The revaluation index is determined by dividing the fair value of the item being revalued by its residual value.”

The definition of fair value in National Accounting Standard 19 Business Combinations states: “Fair value is the amount at which an asset could be exchanged, or a liability settled, in a transaction between knowledgeable, willing, and arm's length parties.”

The Appendix to Accounting Standard 19 “Determination of the Fair Value of Acquired Identified Assets and Liabilities” in particular contains a table, part of which is presented below (see Table 3.1.)

Table 3.1 Determination of fair value of identified assets and liabilities acquired

It is easy to notice that if the fair value of an asset is its market value, then the revaluation of an asset acquired at a price corresponding to its liquidation value will lead to an increase in the residual value of the asset, since the value of the market value of the object is always greater than the value of its liquidation value.

The process of increasing the value of an enterprise as a result of the revaluation of objects acquired at a price corresponding to their liquidation value can be represented using Figure 3.4.

Figure 3.4 - Increase in the value of an enterprise as a result of the revaluation of fixed assets previously acquired at a price corresponding to their liquidation value

Will the revaluation of objects previously acquired at a price corresponding to their liquidation value lead to an increase in the residual value of these objects by a certain amount? At the same time, there will be an increase in the enterprise's equity capital by the same amount due to an increase in the value of the item “Other additional capital”. In this regard, national accounting standard 7 “Fixed Assets”, in particular, states:

"19. The amount of additional valuation of the residual value of the fixed asset item is included in additional capital...".

When revaluing fixed assets, it is necessary to take into account that national accounting standard 7 “Fixed Assets”, in particular, states:

"16. ...In the case of revaluation of an object of fixed assets on the same date, a revaluation of all objects of the group of fixed assets to which this object belongs is carried out.”

4) Increase in enterprise value. An increase in the enterprise's equity capital that occurs after revaluation leads to an increase in the value of the enterprise. At the same time, there is an increase in the financial stability of the enterprise, as evidenced by the increase in the financial independence coefficient, which demonstrates the ratio of the amount of the enterprise's own capital to the value of its assets.

Thus, the practical implementation of the proposed scheme for Istraproduct LLC will be carried out through the acquisition of a property complex in the Moscow region. at liquidation value 660,000 thousand rubles. After revaluation, the market value of this complex amounted to 1,890,000 thousand rubles. Thus, the amount of revaluation was (1,890,000 - 660,000 = 1,230,000 thousand rubles)

Table 3.2 Calculation of the market value of Istraproduct LLC using the net asset method

Indicator name

Balance line code

Intangible assets

Fixed assets

Fixed assets (acquired at liquidation value) - revaluation amount

Construction in progress

Long-term financial investments

Other noncurrent assets

Accounts receivable

Short-term financial investments

Cash

Other current assets

Total assets

2. LIABILITIES

Borrowed funds

Accounts payable

Debt to participants (founders) for payment of income

Reserves for upcoming expenses and payments

Other liabilities

Total liabilities

3. Net assets, thousand rubles.

Assets - Liabilities

Since the liquidation value method is a component tool of the cost approach, let us present the adjusted calculation of the market value of the company using the cost approach shown in table. 3.2.

The market value of Istraproduct LLC using the net asset method as of 01/01/2015 will be 3,261,984 thousand rubles. after the acquisition of assets at liquidation value and their revaluation.

The final market value of the business of Istraproduct LLC, taking into account the income and comparative approach, will be:

3261.984 ? 0.462 + 6825.413 ? 0.461 + 4509.626 ? 0.077 = 5000.7932 million rubles.

The increase in the market value of the business was:

(5000.7932 million rubles / 4432.536 million rubles) ? 100% = 112.82%

Thus, the market value of the business of Istraproduct LLC is 5000.7932 million rubles, which is 12.82% higher than the market value before the acquisition of assets at liquidation value.

Considering the above, it seems appropriate to create specialized structural divisions involved in the implementation of the proposed scheme in order to increase the value of the enterprise.

Conclusion

Making effective management decisions by owners and managers of an enterprise requires information about the value of the enterprise. Interested in business valuation state organizations, audit authorities, insurance companies, credit institutions, suppliers, owners and investors.

Increasing the value of a company is one of the indicators of increasing shareholder income. Therefore, periodic cost assessment is necessary to analyze the effectiveness of business management. The company assessment process is the basis for developing a financial and economic strategy. Investments in a business are most profitable only when managers objectively assess its value and do everything to ensure that it continuously grows.

The cost (property) approach to valuation implies the valuation of a business as a set of assets that are the property complex of the enterprise, sufficient to produce the planned volume of products. The income approach involves the use large quantity methods depending on the choice of income base (profit, dividends, cash flow) and the type of data that is the basis for analysis. According to the comparative approach, the value of equity capital is equal to the amount for which the enterprise can be sold if there is a sufficiently developed market.

The results of a company’s assessment based on the analysis of internal and external information are a tool not only for discussing purchase and sale, but also for forming a development strategy. IN strategic planning It is important to assess the company's future earnings, the degree of its sustainability and the value of its reputation. Making effective management decisions requires inflationary adjustments to financial reporting data on which financial decisions are based. Justification of investment projects for the purchase and development of a business is impossible without reliable information about the value of the business or part of it.

Estimating the value of Istraproduct LLC using the considered approaches gave the following results. The cost of Istraproduct LLC in accordance with the cost approach as of January 1, 2015 is 2031.984 million rubles, with the income approach - 6825.413 million rubles, with the comparative approach - 4,509.626 million rubles. To clarify the value of the company, a weighted average value was calculated taking into account the weight of each approach. Based on the results, the final market value of Istraproduct LLC was revealed in the amount of 4432.536 million rubles.

The market value of the enterprise according to the income approach is 2315.787 million rubles. higher than the result of the comparative approach. This indicates that the market still underestimates Istraproduct LLC, as well as the ineffective management of the company. In general, the results of the assessment of Istraproduct LLC are quite reliable and are recommended for justifying effective management decisions.

The management of Istraproduct LLC is recommended to introduce cost management and quality target of this activity take the cost of the business. The key factors for the successful implementation of the cost management system at Istraproduct LLC are proposed.

An increase in business value is possible through cost approach methods, for example, revaluation of assets acquired at liquidation value. Using the example of business valuation of Istraproduct LLC using the net asset method, taking into account the acquired property complex, the market value is expected to increase by 12.82% to 5000.7932 million rubles.

List of used literature

Regulatory documents of national importance, industry regulations and company documents

1. Federal Law On Valuation Activities in Russian Federation: the federal law Russian Federation dated July 29, 1998 No. 135-FZ.

2. Valuation standards mandatory for use by subjects of valuation activities: Decree of the Government of the Russian Federation of July 6, 2001 No. 519.

Monographs, textbooks, teaching aids and reference books

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Managing a company aimed at increasing its value involves identifying value factors and influencing them accordingly. But in addition to factors or drivers of value, various corporate events can work to increase it, for example, the preparation of an initial public offering of a company’s securities or various integration events. Let's consider the mechanisms by which these corporate events impact the company's value.

Conducting an initial public offering (IPO) is not a mandatory moment in the life of every company. The relevance of an initial public offering is determined by the management of each individual company, taking into account its development strategy. In light of the theory life cycle Every enterprise goes through several stages: birth, growth, maturity and bankruptcy. At any stage of the life cycle, the company must have financial flexibility, i.e. the ability to attract cash from various sources, regulate the level of solvency and areas of activity in accordance with changed conditions. It is at the maturity stage that companies most need an IPO for their further growth and development.

Going public involves the costs of organizing an IPO and paying financial advisors, underwriters, lawyers, etc., as well as disclosure costs. Therefore, the company prefers to make a decision on an IPO at the moment when the potential benefits (such as an increase in the value of the company, the liquidity of shares, an increase in the subjective valuation of shares) exceed these costs, which usually occurs at a fairly mature stage of their operation (life cycle).

Proponents of “life cycle” theories identify, in addition to those mentioned, other important motivating reasons for the decision to transform a company into a public one:

It is much easier for a potential investor to identify a company that is promising, in his opinion, if it is public;

Shares of a public company sell for more than high price than the price offered in a direct sale;

A high price for a company's shares on the stock market can lead to an increase in the competitiveness of that company's products. Being in public status in itself can create additional added value for it. In addition, it also increases the level of trust in the company from other investors, customers, creditors and suppliers.

In the future, this will make it possible to turn not only to debt, but also to equity financing for much more favorable conditions. In general, the implementation of this long-term development strategy allows us to consistently and maximize the value of the business.

In the conditions of active development of the Russian economy, all actions of companies are aimed at expanding their scope of activity. The external development of the enterprise is based on the purchase and sale of assets, divisions, mergers and acquisitions, as well as activities to maintain corporate control.

IN general view The directions of business restructuring can be represented by the following diagram (see Fig. 24.4).


In strategic direction, the objective of expansion is to increase shareholder value through the following actions:

Acquisition of existing enterprises (creating a new company is a longer and more labor-intensive task than acquiring control over an existing one);

Obtaining managerial, production and technological benefits in the event of the merger of different companies (“addition effect”, if the system fills in the missing elements);

The ability to diversify and reduce the overall risk when merging companies with different profiles of activity;

Implementation competitive advantages as a result of strengthening the position of the merged company in the market;

Obtaining a synergistic effect, which occurs if the properties of the system as a whole exceed the simple sum of the properties of its individual elements.

There are certain differences in the interpretation of the concept of “merger of companies” in foreign theory and practice and in Russian legislation. In accordance with Russian legislation, a merger is understood as a reorganization of legal entities, in which the rights and obligations of each of them are transferred to the newly emerged legal entity in accordance with the transfer act. For example, if company A merges with companies B and C, the result may be new company B (B = A + B + C), and all others are liquidated.

In accordance with approaches generally accepted abroad, a merger means any association of economic entities, as a result of which a single economic unit is formed from two or more pre-existing structures. In foreign practice, a merger can also be understood as an association of several companies, as a result of which one of them survives, and the rest lose their independence and cease to exist. In Russian legislation, this case falls under the term “merger”, which implies that the activities of one or more legal entities with the transfer of all their rights and obligations to the society to which they join (A = A + B + C).

All mergers and acquisitions are concluded in accordance with federal legislation in force in the corporate sphere, the securities market and antimonopoly regulation. Companies must meet the following conditions:

Only common shares are involved in the exchange on both sides;

Contingent payments are prohibited;

The company participating in the transaction must have at least two years of experience as an independent organization;

The acquired company must not dispose of a significant portion of its assets within two years;

To make financial decisions, the consent of at least 2/3 of the shareholders is required.

In modern corporate management, many different types of mergers and acquisitions of companies can be distinguished. The most important features of the classification of these processes include: the nature of the integration of companies; nationality of the merged companies; companies' attitude towards mergers; a way to combine potential; terms of merger; fusion mechanism.

The Russian practice of redistributing property has created a feeling among many that acquisitions are a relatively simple, cheap and almost the only way to significantly increase the value of a business. However, the experience of developed economies shows that this is far from the case. Companies, as a rule, are acquired at a large premium to their market price (owners usually demand a 30-40% premium to the market price of shares for voluntary relinquishment of control, and when trying to buy up a significant stake on the open market, their price immediately increases). In such a situation, shareholders of the acquiring company can consider the transaction successful only if it results in the creation of additional value that makes it possible to cover the premium, i.e., the total profitability of assets and, accordingly, their shareholder value increases.

The synergistic effect can manifest itself in two directions: direct and indirect benefits.

The direct benefit is a tangible increase in cash flow. The specific amount of cash flow increase can be calculated during the planning process for an acquisition or merger of companies. Direct benefit analysis includes the following steps:

Estimating the cost of reorganization before reorganization based on projected cash flows;

Estimating the value of the merged company based on cash flows after the reorganization;

Calculation of added value based on a discounted cash flow model generated through managerial, operational and financial synergies.

Operational synergy effect - savings on operating costs by combining marketing, accounting, and sales services. In addition, the merger can lead to strengthening the company’s position in the market, obtaining technological know-how, trademark, which helps not only to reduce costs, but also to differentiate products. In addition to cost savings and product differentiation, economies of scale are achieved (the ability to perform more work on the same production facilities, which ultimately reduces the average cost per unit of output).

Managerial synergy - savings through creation new system management. The combination of enterprises can be carried out through horizontal and vertical integration, as well as through the creation of a conglomerate. The purpose of the merger is a more efficient management system.

Financial synergy - savings due to changes and differentiation of sources of financing. Traditionally, the fact of a merger of companies causes an information effect, after which the value of the company's securities, and in particular shares, increases even if no real economic transformations have been carried out. Thus, a merger (accession) accelerates the growth of the company’s investment attractiveness on the part of potential investors, which contributes to the influx of investments, the emergence of additional sources of financing, and increasing the company’s reliability in the eyes of creditors. Generally this type synergy helps reduce the risk of investing in a company, which ensures the emergence of cheaper sources of financing. In addition, the reorganization provides some tax advantages (the financial statements of the parent organization are prepared solely for tax purposes).

An indirect benefit is that the shares of the combined company may become more attractive to investors, and therefore their market value, reflecting increased cash flows, will increase. Stock market analysts and investors typically expect that mergers that produce synergies will not only make a company more profitable, but also possibly accelerate its growth, strengthen its market position, or reduce fluctuations in earnings by offsetting the cyclical nature of a single business. the cyclical nature of the other.

The economic benefits of the proposed merger will arise only if the market value of the company created as a result of the merger is higher than the sum of the values ​​of the companies forming it before their merger.

Let us assume that the company formed after the acquisition has the market value of RU AB, and the values ​​of companies A and B before their merger are equal to RU A and RU B, respectively, then the benefit from the merger W AB will be obtained from the expression:

^ = RU AB - (RU A + RU B).

A merger is economically justified if this difference is positive.

The information effect of a merger, combined with direct synergy, increases the market value of shares or changes the P/E multiple. The greater the value of the P/E multiplier of the acquiring company, in comparison with the same indicator of the acquired company, and the difference in the volume of profits received, the greater the increase in the P/E multiplier of the acquiring company as a result of the merger.

Currently, the increase in a company's value is based on the valuation of shareholdings, which is one of the most difficult and controversial topics in valuation. However, stock valuation has been sufficiently studied abroad, which is determined by the existence of many theories and views. The Russian history of assessment is basically just an adopted foreign theory. True, despite long-term foreign practice, there are also shortcomings that cast doubt on the results of the assessment itself.

Thus, the Russian practice of valuing blocks of shares is far from perfect and contains many shortcomings that complicate the evaluation process.

Therefore, in order to develop ways to increase the value of a company, we will consider an analysis of all the shortcomings of Russian and foreign practice that complicate the valuation process and lead to inaccurate results, as well as the disclosure and analysis of the main ways to improve the mechanism for valuing shareholdings.

The main problems that experts face when assessing and analyzing the financial and economic condition Russian companies-issuers are: unavailability or inaccuracy of information on the financial condition of enterprises, imperfection of the accounting system, instability of the Russian economy.

The need to open information has been talked about a lot for a long time. But until recently, even the standard (approved) financial statements of an enterprise were closed. Lately the situation has been improving

Firstly, the relevant laws have been issued (although they contain a number of uncertainties);

Secondly, many companies have become more accepting of information disclosure, and the most advanced ones independently disseminate and disclose information about themselves.

However, there are difficulties of a different nature here: each company discloses information as it sees fit. Attempts to clarify data from the issuer are usually fruitless.

It is no secret that the Russian accounting system is still significantly different from the international one. This does not allow for appropriate comparisons with Western companies. Moreover, even Russian companies pursue different accounting policies, which, in turn, can seriously change the final results of business activities.

When analyzing Russian companies, one should take into account the fact that a significant part of transactions is carried out in the form of barter transactions. A way out of such a situation can only be found with the help of the state. It is necessary to legislatively adopt a unified accounting policy or relevant acts obliging the company to disclose it, as well as accelerate the transition of accounting to international standards (especially in terms of property valuation and cost accounting).

An important feature of the Russian stock market is that the vast majority of its participants cannot afford to invest in certain securities for a long period. They have a different goal - making a profit through short-term exchange rate fluctuations (sometimes within one day).

Although in fairness, it should be noted that interest in long-term investments is gradually increasing in our market, which, of course, requires the use of more in-depth methods of analysis to make an investment decision.

The analysis of the application of certain approaches in practice revealed a number of difficulties and shortcomings.

In particular, in the valuation of all real estate included in the valuation of shares, as the whole complex, problems of double accounting and double prices arise.

Decrease actual value transactions are explained by exorbitantly high state tax duties and insignificant tax benefits on income from transactions. The problem of “double price” is a state problem. In some countries, this problem is solved by introducing a legislative act according to which municipal authorities have a priority right to purchase objects offered for sale. If the municipal authorities discover that the purchase and sale transaction of an object is carried out at a price significantly lower than the market value, a decision is made on the purchase by the municipality of this object at this reduced price.

In our country, the problem of double prices can be solved through changes in the taxation system. However, despite such difficulties, determining the market value of all assets (using the cost approach) will reflect the most probable market value of the shares being assessed.

In this case, in contrast to the cost approach, which allows determining the market value of the company's assets, is the method of estimating the intrinsic value of shares. This method allows you to determine the value of shares also on the basis of the company’s assets, but not their market value, but their balance sheet value. As noted earlier, this calculation method was approved by order of the Ministry of Finance of the Russian Federation and the Federal Commission for Securities and the Stock Market dated August 5, 1996 No. 71, 149.

However, it is clear that it conflicts with the theory of assessment. In particular, when using the cost approach, a contradiction often arises when the company's shares are listed on the stock exchange and have a certain value, or investors buy their shares from shareholders, although the value of the company (which usually differs markedly from the value of equity capital) is estimated by the net asset method , is negative (i.e. the value of the company's liabilities exceeds the value of its assets).

Such blatant inconsistencies can only be attributed to the inadequacy of applying the net asset method (especially in the Russian version) to assessing the value of an operating business: since the net asset method is based on a cost approach, it turns out that the result of the assessment is not the value of an operating business, but only the total the cost of individual components of the property complex of this business taken separately. Of course, ideally, with a correct assessment of goodwill and intangible assets, the use of the net asset method gives a more adequate result, but this, unfortunately, usually does not allow us to take into account the impact on the value of individual factors of a functioning business, for example, the value of management decisions arising from favorable market conditions .

In this regard, in our opinion, the legally approved assessment model in this case contradicts logic. Moreover, appraisers often use this technique when determining the market value of shares. The fact is that the determination of book value does not reflect the actual situation in the market. This is due to the peculiarities of Russian accounting and taxation. Financial statements of most companies does not adequately reflect the situation in the company: assets are most often either greatly overestimated or greatly underestimated.

However, Russian appraisers are often forced to use the above methodology. This is due to the fact that customers are often unwilling or unable to provide information about the assets actually owned by the company.

Another significant problem is the insufficient amount of remuneration that the customer is willing to pay for the assessment, as well as the reluctance of the appraiser himself to engage in a deeper study of the problem. The problem of “custom” assessment is placed in the same category.

Perhaps only legislative change calculation methods will make it possible to change the current situation in the assessment.

However, stock valuation is not limited to just determining the market value of the company's assets. The comparative approach is considered to most reliably reflect the real market situation. This is explained by the fact that it is based on an analysis of the real prices prevailing for shares on the stock market. The appraiser can obtain similar information from various news agencies, such as AK&M. However, despite the apparent simplicity and greatest acceptability of this approach, it has not received wide application in Russia. This is due to the fact that most Russian companies are closed, and, therefore, their shares are not listed on the stock exchange. Shares of many public joint stock companies They just don't trade on the stock exchange.

Important approaches to stock valuation are those based on an analysis of the income generated by the company and its shares. It's about about the income approach and the method of discounting dividends. A difficult and time-consuming aspect in applying these methods is the analysis and forecast of future income (dividends). It is especially problematic to forecast income in the extremely unstable economic conditions that have developed in Russia.

However, perhaps the most important and complex point, which receives a lot of attention in the economic literature, is the calculation of the discount rate. In theory, choosing a bet is easy, but in practice it is not so simple. Large differences between interest rates (rates on foreign currency deposits, deposit rate in Sberbank of Russia, refinancing rate, etc.) and the possibility of their significant changes force the researcher to use basic evaluation methods in conditions of uncertainty of the discount rate, which gives the results of the analysis a touch of conventionality.

State policy in the field of economic regulation also does not yet contribute to its stability, and therefore does not allow making clear forecasts.

The conclusion of the final value in the valuation of shares is accompanied by the determination of discounts for the non-controlling nature of the block of shares, for insufficient liquidity and premiums for control. Analysis of the theoretical part showed that there are several methods for determining each discount and bonus. However, these methods are based on established practices of percentages of these values, as well as stock market indicators (company price/earnings ratio), share registration costs and brokerage commissions. Sometimes it is quite difficult to obtain such information, so when determining discounts and bonuses, the appraiser often has to use his subjective opinion and personal experience, which often leads to incorrect conclusions regarding the market value of shares.

Thus, the problems that arise when valuing blocks of shares can be reduced to the following areas:

Inaccurate reflection financial indicators company activities in accounting documentation;

Concealing reliable information about the financial condition of the company from appraisers;

The problem of “double counting” and “double prices” arising in connection with the undeveloped taxation system in the country;

Imperfections of Russian legislation that disclose methods for determining the market value of shares;

The problem of “custom” assessments;

Unlike foreign countries in Russia the proportion of companies whose shares are listed on the stock exchange is too small, which does not allow the use of a comparative approach;

Insufficient information supply;

The instability of the economic situation greatly increases the risks in the country, which greatly complicates the process of calculating the discount rate.

This and much more, perhaps, not only complicates the valuation process itself, but also leads to incorrect conclusions regarding the value of the market value of shares.

The solution to these problems determines the main directions for improving the mechanism for evaluating blocks of shares. At the same time, the problems are global in nature. Accordingly, their solution should be carried out at the macroeconomic level. The nature of the above problems inherently affects all spheres of the economy and, accordingly, their solution at the government level will be long-term in nature.

From all of the above, the following directions for improving the mechanism for evaluating blocks of shares can be formulated:

Improving the tax system;

Creation of operating conditions for Russian companies that would allow all contributions to the budget and extra-budgetary funds to be made without damaging their financial condition. This will reduce to zero the problem of concealing information and “double prices”;

Further improvement of the legislative system in the field of assessment;

Improving systems and legislative framework for activities in the financial market;

Further development and support of emerging information agencies, such as AK&M, which allow obtaining fairly complete information about Russian and foreign companies;

Stabilization of the Russian economy.