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hello my name is Kimberly Austen and I'm here with Sean McKee practice leader for KPMG's public investment management practice today we're going to discuss the American Institute of Certified Public Accountants aicpa accounting and valuation guide for portfolio company investments of venture capital and private equity funds and other investment companies Sean that is a mouthful thank you so much for joining us thanks I'm excited to be here and to discuss the guide and in this video we're going to provide a general overview of the guide but then we'll supplement it with some additional videos we'll talk about the concepts of unit account and we'll also review the time horizon of an investment and how that impacts fair value and then we'll also have a video that discusses hot topics on valuation including calibration control and marketability and complex capital structures well that sounds amazing let's just dive right in shall we can you tell us the objective of the guide and what spurred the demand for it so the objective of the guide was really to harmonize some diverse views among industry participants valuation specialists and auditors and when we thought about writing the guide we wanted to make a very user-friendly so we wrote in a lot of examples throughout so you will see that and we think that adds to the readability of the guide and then when you think about one of one of the main motivations for writing the guide as we noticed that there were a number of industry participants that would basically use the cheap stock guide by analogy but it wasn't exactly on point for investment companies and how they value their investments in equity and death of these private portfolio companies so we wanted to write something specific for them what is the scope of the guide the scope of the guide is really limited to valuation and accounting for investment companies investments in equity or debt of private portfolio companies and that's a lot of words but the shorthand way to think about it is if you're an investment company under topic 946 and you have what's typically categorized as level 3 investments this guide is highly relevant for you and what is the nature of the guidance that's offered so the nature of the guidance is non authoritative and the reason it's non authoritative is we're not altering or changing the faz B topic 820 fair value guidance we're not changing that all we're doing is providing contextual interpretation as to how you apply that guidance if you're an investment company that invests in equity or debt securities of a private portfolio company and as a result of that there's really no transition guidance and who participated in writing the guide so we had a task force that was pulled together Amanda Miller and I led that task force and the task force was comprised of many talented professionals valuation specialists auditors accountants industry participants and then we took what we had crafted and we supplemented that with an industry executive review committee and we'd have these industry participants read what we wrote gave us feedback and really helped us improve the readability and tailor the guide specifically for them and then I'd be remiss if I didn't mention that we were shepherded through this entire process by our aicpa staff and our particular representatives were Yelena Mis kovitch and Mark Smith so what topics does the guide covered and how is it organized sure so the way I think about the how the guide is organized is broken into four sections the first section being the overview and education section and that encompasses chapters one through four and it covers things such as background about the industry who are the industry participants what is being fair valued why is it being fair valued and then it covers such concepts as the definition of fair value and related concepts and guidance it also talks about who are these market participants who invest in these and what are the assumptions and the information they use in arriving at fair value estimates as well as what they actually pay for these investments and then finally we also talked about the Unova count in that chapter the second section is really the valuation meat-and-potatoes and that's in chapters 5 through 10 and we discussed the nuanced valuation guidance very theoretical very robust we discussed valuation approaches valuation methodologies which ones are appropriate and when and then we also talked about what are the differences between valuing equity versus debt and what do you think is one of the most important valuation topics covered in this section so I would say that the most important topic is calibration calibration really makes evaluation come to life because it links basically what you paid for investment to how you're going to measure it subsequently and it really solves a lot of the riddle of valuation thank you for that so if we move on just a bit what do the two remaining sections what do we learn from those so in Section three it's kind of a list of very specific topics but very important topic so we have back-testing we have factors to consider at or near the transaction date and how that impacts fair value we talked about the gap requirements as to transaction costs and most importantly there's a whole chapter that has frequently asked questions and answers to those and then in the section 4 that's really the appendices the appendices shouldn't be minimized here they're very important because it includes some very good information around valuation processes and documentation as well as 17 very robust valuation examples that cover basically in scenarios that you encounter with different investments different types of companies and over different measurement periods what are the unique features of the guy that you believe will benefit the readers yeah I think everybody will find those things that they liked the most but the two areas where we hear common positive feedback is that frequently asked questions because if you don't know where to go it's easy to go in there and find out what you're looking for and then navigate the guide so that's very useful and then the second area are those 17 robust examples because they really allow you to take kind of the theoretical and see how it comes to life in a real situation they're based upon real real cases that were encountered in real life thank you so much John be sure to check out the other videos in this series to learn more about the guide or Shawn where could our viewers go for more information they should feel free to reach out to me or any of the KPMG valuation specialists and thank you very much for your time today you
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