The following is directly from Lesson 1 of this course.

INTRODUCTION

This is an introductory course in valuing your business.  

This course will:

- Introduce you to many of the concepts behind valuing a 
  business.

- Show you a step-by-step procedure for valuing a business.

- Provide you with a free manual Data Worksheet and lead you 
  through a valuation of your own business.

- Optionally, provide you with the inexpensive C&S ASSOCIATES 
  ONLINE BUSINESS VALUATION CALCULATOR to automatically make 
  all calculations and provide default values of the valuation 
  variables. 

- Discuss how to maximize or minimize your value.

- Explain the advantages and disadvantages of 
  "Do-It-Yourself" valuations.


WHO YOU ARE

You are the owner of a privately held, profit making, 
entrepreneurial business, with sales of less than fifty 
million dollars.  Our limit of $50M is only a guideline 
that implies those businesses that are operated 
primarily for the financial benefit of a few owners and 
managers of the business.  

You have at least three years of financial statements, or 
corporate federal income tax returns - Form 1120.  

You have fixed assets typical of a manufacturing, 
distribution, service, wholesale or retail business perhaps 
including equipment, buildings, vehicles, etc. You do not 
have any depletion assets, i.e. oil wells, or other natural 
resource types of assets.  You have only a minimum amount 
of intangible or non-operating assets (less than 5% of the 
total assets) on your balance sheet, i.e. goodwill, patents, 
trademarks, cash value of life insurance, etc.  You have all 
common stock, i.e. no preferred stock.

If your company doesn't meet all of these criteria, most of 
the concepts discussed in this course still apply to your
business.  However, our manual worksheets or the C&S ASSOCIATES
ONLINE BUSINESS VALUATION CALCULATOR may not apply directly 
to your business.

Or, you may be an accountant, financial planner, consultant or 
other financial advisor to businesses meeting the above 
criteria. You may be called upon from time to time to assist
your clients with a valuation of their business.  This course will 
help with your understanding of the introductory concepts 
of Business Valuation.  You may especially find it useful for 
training of newly hired professionals in your firm.


WHY DO A BUSINESS VALUATION?

Business valuations are done for many reasons.  Often the 
owner is considering a sale of his or her business, or there 
has been, or is contemplated, a change in the various 
stockholders of the business.

Done periodically, a business valuation also serves as a 
useful report card to owners and management about the overall 
performance of the business.

Business valuations are also often made for gifting or for purchasing
stock from other stockholders, family members or key employees. 
This includes ESOP programs and exercising contractual 
buy/sell agreements. 

Death of a shareholder, estate planning, conversion to "S" 
corporation, and other transactions that have tax 
implications almost always require a business valuation.

When planning for a sale of the business, a business 
valuation provides an owner with a market value and is 
a useful guideline to pricing the business.  

Pricing is the delicate art of selecting a value to ask 
for the business that is neither too low that there might 
be "money left on the table" when the deal is consummated, 
nor too high that serious buyers might be scared off from the 
deal before even beginning negotiations.


WHAT WE WILL COVER

This course has 4 Lessons.  Lessons will be emailed to you
as attachments to four email messages.  

The first part of each Lesson introduces concepts that are
appropriate for that Lesson.  It should take a half hour to one 
hour to read and study the concepts. 

The second part of each Lesson is implementation. 

We will first cover the implementation actions that must
be done regardless of whether you use the free manual DATA 
WORKSHEET or the online C&S ASSOCIATES ONLINE BUSINESS VALUATION 
CALCULATOR.

We will then specify which additional implementation 
instructions apply to the manual DATA WORKSHEET,
or to the online C&S ASSOCIATES ONLINE BUSINESS VALUATION 
CALCULATOR.

If you continue to use the free manual DATA WORKSHEET, it 
may take another half hour to perform the manual calculations.  
We will refer to you as a "manual processor".

If you decide to purchase the optional online C&S ASSOCIATES
ONLINE BUSINESS VALUATION CALCULATOR described at the end 
of this Lesson, your calculations will be done automatically 
for you.  Your time spent on implementation will be 
considerably reduced.  

The C&S ASSOCIATES ONLINE BUSINESS VALUATION CALCULATOR 
also provides you some default values of the valuation 
variables that you will be asked to select for the manual 
DATA WORKSHEET.  We will refer to you as an "online processor".

The last part of each Lesson is a Summary of what you should
have gained from the Lesson and a look at the next Lesson.  
This should take only a few minutes to complete and is the
same whether you have completed the manual DATA WORKSHEET 
or the C&S ASSOCIATES ONLINE BUSINESS VALUATION CALCULATOR.

Here is the course outline of the four lessons.

LESSON 1 - DATA (This Lesson)

Introduction
-Who you are
-Why do a business valuation
-What we will cover
Fair Market Value
Internal Revenue Service
Value
Business Types
Sources of Financial Data 
Definitions
- Data Items
- Asset Valuation vs. Stockholder's Equity Valuation
- Other Pro Forma Balance Sheet Adjustments
Implementation
- Heading
- Using Your Tax Returns
- Line by Line
- Main IRS Tax Form - Income Statement
- Schedule L
- Using Other Tax Returns
- Using Other Financial Statements
- Save Your Work
Summary / Next Lesson
C&S ASSOCIATES ONLINE BUSINESS VALUATION CALCULATOR - BVC
Disclaimer


LESSON 2 - ADJUSTMENTS & CALCULATIONS

Pro Forma Adjustments
- Materiality
- One Time Expenses
- Other Pro Forma Adjustments
- Discretionary Expenses
- Examples
Weights and Weighted Averages
- Pro Forma IBIT
- Pro Forma IBIT Cash Flow
- Total Capital
Implementation
- Pro Forma IBIT
- Pro Forma IBITD
- Total Capital
- Save Your Work
Summary / Next Lesson
C&S ASSOCIATES ONLINE BUSINESS VALUATION CALCULATOR - BVC
Disclaimer


LESSON 3 - VALUATION METHODS

Introduction
Concepts
- Total Capital
- Value Ranges
- Cost of Capital
Valuation Methods Explained
- Return on Investment 
- Cash Flow Justification
- Excess Earnings
- Comparative Values
- Industry Rule-of-Thumb
- Replacement Value
- Discounted Cash Flow
C&S ASSOCIATES ONLINE BUSINESS VALUATION CALCULATOR - BVC
Implementation
- Return on Investment 
- Cash Flow Justification
- Excess Earnings
- Comparative Values
- Replacement Value
- Save Your Work
Summary / Next Lesson
Disclaimer


LESSON 4 - RECONCILIATION 

Reconciliation
- Allocating percentages to valuation methods
- Weighted average Lower and Higher Values
- Selecting one value for the Market Value of the Total Capital
- Criteria For Choosing Lower To Higher Values
- Calculating the Market Value of the Stockholder's Equity
- Calculating the Market Value of the BODA & Goodwill
Real Estate
Minority Interest
September 2002 Deal Flow / October 2004 Update
Price vs. Value
Control
Maximizing or Minimizing Your Value
Implementation
- Allocated Total of Five Methods
- Selected Value Percentage
- Market Value - Stockholder's Equity
- Market Value - BODA & Goodwill
Summary
Do-It-Yourself Valuations: Advantages & Disadvantages
Disclaimer