Case Study 1: Determining Goodwill <strong>and</strong> Other Intangible Assets 83Recruiting costs are incurred to obtain a new employee, who may be either untrainedor previously trained. The major componentsof recruiting costs are employment agencies,advertising, <strong>and</strong> other recruitment-related expense. In order to hire most professionallevelemployees with similar skill sets, an employment agency may be used, which wouldtypically charge a fee based on the starting salary. For the level of employees employed bythe Company, the average recruiting cost is 27.5% of starting salary.Training costs are incurred to train employees <strong>and</strong> bring them to the level ofper<strong>for</strong>mance normally expected from an individual in a given position. The trainingcosts of an employee reflect the amount of time inefficiently used by a new employee(inefficiency training cost) <strong>and</strong> the time inefficiently used by a training supervisor(direct training cost) during the first few months on the job. Training <strong>and</strong> supervisorycosts were estimated by multiplying the fully burdened weekly salary of the employeeby the average amount of inefficiency incurred during the training period. Theinefficiency estimate used here <strong>for</strong> training <strong>and</strong> supervisory costs is 33.3%, orone-third of the time. This can vary depending on the business. Interview costsare estimated based on average hours per employee class, as follows:ClassHours1 52 103 20The average fully burdened interview rate is $75.00 per hour.The summation of the hiring <strong>and</strong> training costs results in the total cost to replacethe assembled work<strong>for</strong>ce, as shown in Exhibit 3.7. Based on the cost approach, <strong>and</strong>after adjusting <strong>for</strong> taxes at 40% <strong>and</strong> adding the amortization benefit, the fair value ofthe assembled work<strong>for</strong>ce is estimated to be approximately $1,790,000 (rounded) as ofDecember 31, 2006. No obsolescence is recognized <strong>for</strong> this asset in this example.SFAS No. 141 specifically prohibits the recognition of assembled work<strong>for</strong>ce as anintangible asset apart from goodwill. 13 However, in the application of the multiperiodexcess earnings method, which is used to value the Company’s technology, inprocessresearch <strong>and</strong> development, <strong>and</strong> customer base, contributory charges aretaken on the fair values of all of the contributory assets acquired in the acquisition.The value of the assembled work<strong>for</strong>ce is calculated so that a contributory charge onthat asset may be taken. However, its fair value is included in goodwill in the finalallocation of purchase price <strong>and</strong> is not separately represented.TRADEMARKS/TRADE NAMEIn this example, Target Company has one valuable trade name. However, a companymay have many trademarks/trade names, some with indefinite lives <strong>and</strong> some withfinite lives. Depending on the purpose <strong>and</strong> scope of the valuation, each name or markmay be valued separately. 14All of the Company’s products <strong>and</strong> services are sold under the ‘‘XXX’’ tradename, <strong>and</strong> each major product is identified by this trade name. Upon acquiring Target
Exhibit 3.8 Target Company <strong>Valuation</strong> of Trade Name as of December 31, 2006 ($000s)2007 2008 2009 2010 2011 2012 2013 2014 2015 2016(1) Net Sales from Business Enterprise Analysis $69,000 $79,350 $89,269 $98,196 $108,015 $116,116 $124,825 $134,187 $144,251 $155,070Pretax Relief from Royalty 2.0% $1,380 $1,587 $1,785 $1,964 $2,160 $2,322 $2,497 $2,684 $2,885 $3,101Income Tax Liability 40.0% 552 635 714 786 864 929 999 1,073 1,154 1,241After-tax Royalty $828 $952 $1,071 $1,178 $1,296 $1,393 $1,498 $1,610 $1,731 $1,861(2) Present <strong>Value</strong> Income Factor 16.0% 0.9285 0.8004 0.6900 0.5948 0.5128 0.4421 0.3811 0.3285 0.2832 0.2441Present <strong>Value</strong> Relief from Royalty $769 $762 $739 $701 $665 $616 $571 $529 $490 $454Sum of Present <strong>Value</strong> Relief from Royalty, 2007–2016 $6,296Residual Calculation:2016 After-tax Royalty $1,8612017 After-tax Royalty, Assuming Growth of 5.0% $1,954Residual Capitalization Rate, Perpetual Growth 5.0% 11.0%Residual <strong>Value</strong>, 2017 $17,764(2) Present <strong>Value</strong> Factor 0.2441<strong>Fair</strong> Market <strong>Value</strong> of Residual 4,336Present <strong>Value</strong> of Trade Name Royalty Flows 10,632Amortization BenefitDiscount Rate 16.0%Tax Rate 40.0%Tax Amortization Period (Years) 15Amortization Benefit 2,027<strong>Fair</strong> <strong>Value</strong> of Trade Name, Rounded $12,660Footnotes:(1)Figures shown from Business Enterprise Analysis (BEA)–Cash Flow Forecast (Exhibit 3.5)(2)Based on mid-period assumptionNote: Some amounts may not foot due to rounding.# Copyright 2007 by FVG Holdings, LC <strong>and</strong> <strong>Financial</strong> <strong>Valuation</strong> Solutions, LLC. All rights reserved. Used with permission.84