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To value a private company before investing, build a supportable range from its expected cash flows, relevant market evidence and, where useful, the value of its assets. First verify and normalize the financial inputs; then make the forecasts, discount rate, comparable-company choices and adjustments visible. Finally, bridge enterprise value to the specific security you would buy, accounting for debt, senior claims and security rights. The result is an estimate with uncertainty—not a price observable in an active market.
What “value” are you trying to estimate?
Before calculating anything, define the question the valuation must answer. A business can have different values depending on the valuation date, purpose, assumptions and ownership interest being considered.
- Set the valuation date. Use information available as of that date. A financing or transaction from another date may still be informative, but its timing and terms need to be considered.
- State the purpose and framework. A financial-reporting fair-value measurement is not automatically the right measure for every investment decision. IFRS 13 defines fair value as an exit price in an orderly transaction between market participants at the measurement date. It applies when another standard requires or permits fair-value measurement, subject to the standard’s scope and exceptions; it is not a universal rule for every investor.
- Specify the level of value. Enterprise value concerns the operating business and its financing claims; equity value is what remains for equity holders after relevant claims are accounted for. The value of a particular share or security can differ again because of its rights and restrictions.
- Separate market-participant assumptions from your own. Fair value uses assumptions market participants would use. Your investment-specific value may differ if your expected return, intended holding period or strategic benefits differ. Do not present that personal assessment as an observable market price.
The IFRS Foundation’s IFRS 13 overview describes fair value as “the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price).”
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Use the approaches the available evidence can support, explain why each deserves its weight, and reconcile their results rather than mechanically averaging them. The CFA Institute’s 2026 CFA Program curriculum reading recognizes income, market and asset-based approaches; the relevance of each depends on the company and the evidence.
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| Approach | How it works | Most useful when | Main checks |
|---|---|---|---|
| Income | Forecast cash flows or earnings available to investors and discount them to present value. | Expected future cash generation is central to the business’s value and can be forecast with support. | Forecast drivers, reinvestment needs, discount rate and terminal value; test sensitivity because terminal value can be a major part of a DCF result. |
| Market | Apply a multiple derived from comparable public companies or relevant transactions to an appropriate company metric. | There is usable market or transaction evidence and a defensible basis for comparing the businesses. | Peer relevance, metric, measurement date, transaction terms and adjustments for differences in growth, risk and cash-generation potential. |
| Asset-based | Estimate the value of underlying assets less liabilities. | The business is asset-heavy, a holding company, or distressed, such that asset values may be especially informative. | Whether asset value captures the economics of the business; it may be less informative for a going concern whose value mainly reflects future earnings or growth. |
No one approach automatically controls. For example, a DCF can look precise while depending on uncertain forecasts, and a transaction multiple can mislead when the deal involved different rights or circumstances. Document the reasons for the weights you assign and report a range.
How do you establish a reliable financial baseline?
A valuation is only as credible as its inputs. Request historical financial statements, interim results, forecast support, debt schedules and capitalization information. Establish whether financial statements are audited, reviewed or management-prepared, and assess the limitations that status creates.
Reconcile and classify the numbers
- Reconcile inconsistencies across statements, interim results, management forecasts and supporting schedules.
- Separate actual results from forecasts. Do not let a projected result appear to be historical performance.
- Identify owner-specific, related-party, one-time and transaction-related items, then ask what evidence supports each proposed adjustment.
- Consider whether an expense would recur under a new owner. Normalization is not permission to remove an inconvenient cost simply because management labels it unusual.
- Review debt and capitalization information alongside operating results so that earnings and cash flows are interpreted in the context of the company’s financing.
For each material adjustment, retain the amount, evidence, rationale and treatment in the valuation. If it cannot be supported, show the impact of excluding it or leave it out of the normalized baseline.
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How do you build an income-based estimate?
A discounted cash flow analysis translates a forecast into present value by discounting the cash flows or earnings available to investors at a rate that reflects the risk and financing profile. The calculation is less important than the assumptions behind it: a spreadsheet does not make an unsupported forecast reliable.
Make the forecast auditable
State the forecast horizon and show the drivers behind revenue, margins, cash generation and reinvestment needs. Link each important assumption to historical performance, forecast support or a clearly identified judgment. Explain how financing affects the cash flows being valued and the discount rate used.
Explain the discount rate and terminal value
Show how the discount rate was built up and why it fits the company’s risk and financing profile. Private-company analysis may need to consider company size, limited access to public markets and company-specific risk; any such adjustment should have a stated rationale rather than appearing as an unexplained plug.
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Identify the terminal-value method and its assumptions. Because terminal value can represent a major portion of a DCF result, show how the outcome changes when the terminal assumptions or discount rate change. Do not present a single point estimate without revealing this sensitivity.
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How do you use comparable companies and transactions?
A multiple is useful only if both the comparison and the metric make economic sense. Select public companies or transactions for similarity in business, risk, growth and cash-generation potential, then describe the differences that matter and how you treated them.
- Name or otherwise identify the peer or transaction set, the metric used and the measurement dates.
- Explain why the metric fits the company’s economics. The IFRS Foundation’s education example uses price-to-book for a bank because equity capital is central to how that type of business generates earnings; that example does not make the metric appropriate for every company.
- Adjust for meaningful differences rather than treating a headline multiple as directly transferable.
- For a recent financing or transaction, examine its date, economic terms and the rights attached to the security. A preferred security, for example, is not automatically comparable to common equity simply because both relate to the same company.
- Show how changing the peer set, metric or adjustment changes the implied result.
Do not choose a multiple merely because it produces a preferred answer. If the available comparables are weak, say so and give that evidence less weight.
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When does an asset-based view add useful evidence?
An asset-based estimate compares the value of underlying assets with liabilities. It may be more informative for an asset-heavy business, a holding company or a distressed company than for a going concern whose value chiefly reflects future earnings or growth.
There is no universal rule that makes this approach dominant for a particular company. Explain why asset values are relevant in the case at hand and how the estimate relates to the business’s operating prospects. Where the asset view does not capture the main source of value, treat it as a cross-check rather than a substitute for an income or market analysis.
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An operating company’s enterprise value does not, by itself, tell you what an investor’s share is worth. Account for the claims that sit ahead of the equity, then assess the rights and restrictions of the specific security under consideration.
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- Start with the selected enterprise-value estimate. Identify which operating business and valuation date it represents.
- Account for debt and other senior claims. Use the capitalization information and debt schedules to determine what must be satisfied before value can accrue to common equity.
- Identify the security’s terms. Examine preferences, conversion features, voting rights, transfer restrictions and other rights that could affect its economic value.
- Assess ownership and marketability considerations. Control premiums or discounts for lack of control or marketability are situation-dependent. Use them only when evidence supports an adjustment for this interest and transaction; do not apply a canned percentage.
- State the resulting value for the interest being considered. Distinguish it from enterprise value, total equity value and the value of a different security in the same company.
This bridge is also essential when comparing offers: a headline valuation alone does not capture differences in economic terms or rights.
How should you test uncertainty and decide what diligence matters?
Report a range, not false precision. Test the assumptions most likely to move the result, then connect each important uncertainty to evidence that could confirm or weaken it.
- For an income estimate: vary growth, margins, reinvestment needs, discount rate, terminal assumptions and exit timing.
- For a market estimate: vary the comparable set, selected metric and adjustments for differences.
- For the security-level value: test the effect of debt, senior claims and relevant security rights.
- For the financial baseline: investigate unsupported adjustments, inconsistencies and the reliability of forecasts or interim information.
Prioritize diligence around assumptions with the largest effect on value. For each, state what evidence you need, what result would change your estimate and whether the uncertainty could change the investment decision or price. Thin disclosure and the absence of observable market pricing make precision especially suspect.
When comparing two methods, offers or scenarios, line up their valuation dates and data quality, cash-flow or earnings metrics, growth and reinvestment assumptions, peer or transaction evidence, discount and terminal assumptions, debt and senior claims, security rights, control and marketability assumptions, and downside outcomes. This keeps a superficially higher number from obscuring weaker economics or less favorable rights.
What the valuation can—and cannot—tell you
A supportable valuation is a reasoned estimate built from explicit evidence and assumptions. It can help you frame a price, identify which uncertainties deserve diligence and understand how a particular security differs from the operating business. It cannot eliminate the judgment involved in valuing a private company, or turn uncertain forecasts and sparse market evidence into an exact observable price.
The CFA Institute’s 2026 CFA Program curriculum supports the valuation methods discussed here; IFRS 13 supplies a defined fair-value concept within its scope; and SEC-filed fund disclosures illustrate valuation practice rather than establish a universal standard. For a live transaction, refresh market data and confirm the accounting, tax, securities and legal requirements that apply in the relevant jurisdiction. A material investment may also warrant qualified valuation or financial due-diligence advice.
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