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409A valuations · Business valuation · Purchase price allocation · Impairment testing

Flookup provides independent valuation services for private companies, finance teams and professional advisors, covering 409A and common stock valuations, business valuations, purchase price allocation and impairment testing.

Which valuation do you need?

Most private companies need one of four valuations, and the right one depends on why the number is needed: equity compensation calls for a 409A valuation, a transaction or ownership question calls for a business valuation, an acquisition calls for a purchase price allocation, and recorded goodwill or long-lived assets call for impairment testing.

The four valuation engagements compared by what each determines, the framework it is prepared under, and when it is typically needed
Engagement	What it determines	Framework	Typically needed
409A / common stock valuation	Fair market value of a private company’s common stock for equity compensation	IRC Section 409A; ASC 718	Before granting stock options; refreshed at least every 12 months, and sooner after a material event such as a priced financing round
Business valuation	Value of a company as of a specific valuation date, for a defined purpose	AICPA SSVS; Rev. Rul. 59-60	Planning a transaction, evaluating ownership, preparing for a financing, or needing an independent view of value
Purchase price allocation (PPA)	How purchase consideration is allocated among assets acquired, liabilities assumed, identifiable intangibles and goodwill	ASC 805	After acquiring a business, for the acquirer’s financial statements; ASC 805 allows up to one year from the acquisition date to finalize provisional amounts
Impairment testing	Whether the carrying value of goodwill, a reporting unit or a long-lived asset remains supportable	ASC 350; ASC 360	Goodwill: at least annually and after a triggering event (private companies electing the goodwill alternative test on triggering events only). Long-lived assets: when events indicate the carrying amount may not be recoverable

What’s included

409A / Common Stock Valuation / ASC 718

A 409A valuation built around your company’s capital structure and facts.

A 409A valuation determines the fair market value of a private company’s common stock for equity compensation. The analysis considers the company’s financial performance, capitalization, financing history, market evidence and expected future performance as of the valuation date.

What goes into the analysis

Capitalization and share rights

We review the cap table across common and preferred shares, options, warrants and other equity interests. Liquidation preferences, conversion rights, participation features and other rights can affect how equity value is allocated.

Enterprise value

Depending on the facts, we may use an income approach such as a DCF and market approaches such as guideline public companies or precedent transactions. The inputs need to reflect the company’s actual financial profile and outlook.

Equity allocation

Once the value of the business is established, we determine how that value is allocated across the company’s different classes of securities. Methods may include OPM, PWERM or a backsolve based on the company’s capital structure and financing history.

Marketability

Where appropriate, we consider the lack of marketability of private company shares and apply a DLOM supported by the facts and the selected valuation approach.

What you receive

409A valuation report
Fair market value per share
Supporting valuation analysis
Relevant assumptions and methodology
Supporting workpapers, as agreed

Business Valuation - SSVS Rev. Rul. 59-60

A business valuation built around the reason you need it.

A business valuation estimates the value of a company as of a specific valuation date for a defined purpose. The appropriate approach depends on the company’s financial performance, business model, industry, market conditions and the purpose of the valuation.

What goes into the analysis

Financial performance

We review historical revenue, margins, profitability, cash flow and other financial information to understand how the business has performed.

Forecasts and outlook

Management projections help us assess expected growth, margins, cash flows and other assumptions that may affect value.

Market evidence

Where relevant, we consider comparable public companies and precedent transactions to understand how similar businesses are being valued.

Company-specific factors

Industry conditions, customer concentration, competitive position, growth prospects and other business-specific risks can influence the valuation.

Valuation approaches

Income approach

Value is based on the expected future economic benefits of the business. A discounted cash flow analysis may be appropriate where reliable projections are available.

Market approach

Value is informed by comparable companies or transactions with relevant financial and operating characteristics.

Asset approach

The value of the underlying assets and liabilities may be considered where the nature of the business or purpose of the valuation makes this approach appropriate.

What you receive

A valuation report and supporting analysis appropriate to the purpose and scope of the engagement.

Purchase Price Allocation - ASC 805

A clear allocation of what was acquired.

When a company acquires a business, the purchase consideration may need to be allocated among the assets acquired and liabilities assumed. Under ASC 805, identifiable intangible assets may need to be valued separately from goodwill.

What we analyze

Transaction structure

Purchase consideration, transaction terms and the structure of the acquisition.

Tangible assets

Property, equipment and other identifiable tangible assets acquired in the transaction.

Identifiable intangible assets

Depending on the transaction, this may include:

Customer relationships
Developed technology
Trade names
Non-compete agreements
Other identifiable intangible assets

Goodwill

After considering identifiable assets and liabilities, the remaining purchase consideration may be allocated to goodwill.

Methods may include

Multi-Period Excess Earnings Method

Often used for customer-related intangible assets where future cash flows can be attributed to the asset.

Relief-from-Royalty Method

Often used for trade names, brands or technology where a royalty framework is appropriate.

With-and-Without Method

Used where the value of an intangible asset can be assessed by comparing the business with and without the asset.

Cost Approach

May be appropriate for certain assets where value can be linked to the cost of replacing or reproducing the asset.

What you receive

PPA valuation analysis
Valuation of applicable identifiable intangibles
Allocation of purchase consideration
Goodwill calculation
Supporting documentation

Impairment Testing - ASC 350 / 360

Testing whether recorded value still reflects the economics of the business.

Impairment testing considers whether the carrying value of applicable assets or reporting units remains supportable under the relevant accounting framework.

The analysis is driven by the asset or reporting unit being tested, the applicable guidance and the assumptions used to estimate value.

What we analyze

Carrying value

We establish what is currently recorded and what amount needs to be tested.

Financial performance

Historical results and current operating trends provide context for the analysis.

Forecasts

Expected revenue, margins, cash flows and other operating assumptions are evaluated as part of the valuation.

Market inputs

Comparable company information, market conditions, discount rates and other relevant inputs may be considered.

Asset or reporting unit characteristics

The nature of the asset, reporting unit, business and expected future benefits all affect the appropriate analysis.

The objective

The goal is not simply to produce a number. It is to understand whether the recorded value remains supportable based on the facts and assumptions applicable to the engagement.

What you receive

Impairment valuation analysis
Key assumptions and valuation inputs
Supporting calculations
Valuation conclusion appropriate to the engagement

Working with us

Choosing the right scope

Not every valuation requirement calls for the same analysis. We start with the purpose and intended use.

Information we work with

We typically work with financial statements, forecasts, capitalization information, transaction documents and other relevant business information.

Existing work

Prior valuations, financial models and supporting schedules can be incorporated where relevant, but conclusions are reassessed for the current valuation date.

Timelines

A standard 409A can typically be completed within 48–72 hours when complete information is available. More complex assignments require additional time.

Working with advisors

CPA and professional advisory firms can engage Flookup directly, refer clients or establish an agreed white-label arrangement.

Fees

Fees are determined after understanding the scope, complexity, information requirements and level of analysis involved

Schedule a Call

Who needs a valuation?

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Companies & Management Teams

Whether you are planning a transaction, evaluating ownership, preparing for a financing or need an independent view of value, we provide valuation analysis based on the purpose and valuation date.

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Finance & Accounting Teams

From 409A and equity compensation to purchase price allocation and impairment testing, we work with finance teams when a valuation needs to support a specific reporting or compliance requirement.

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CPA & Professional Advisory Firms

Flookup can work as your valuation resource for 409A, business valuation, PPA and impairment engagements. Work can be structured directly with the client or through your firm.

Firms working behind their own name can see how a white-label valuation engagement runs. Where the conclusion depends on a forecast, that work sits with financial modelling and independent model review.