Methodology · version 1.0 · July 2026

Valuation that is auditable and defensible

Required data, calculations, assumptions, checks and evidence. The standard we apply so your value range survives scrutiny from an informed counterparty.

Income · Market · Assets
Complete calculation trail
A conclusion stated as a range

Value my company Readiness checklist

Purpose and limits of assurance

A valuation is not a promise of price. It is an estimate of value based on a valuation date, a purpose, a set of assumptions, the information available and the methodology chosen. The final price of a transaction can move with control premium, urgency, synergies, payment structure, liquidity, contingencies and bargaining power.

What can technically be assured is assurance over the process: methodological coherence, verifiable data, a calculation trail, justified assumptions, sensitivity analysis, reconciliation across methods and documentation sufficient for review by an independent third party.

Level	What can be assured	What cannot be assured
Methodology	Consistent application of recognized methods suited to the company.	That every buyer will assign the same value.
Data	Traceability back to accounting, tax, banking, contractual and operating documents.	That information provided by management is true without verification procedures.
Calculations	Reproducible formulas, consistency review and sensitivity analysis.	That future projections will materialize exactly.
Conclusion	A rational, defensible value range at the valuation date.	A guaranteed price for a sale, a raise or a liquidation.

Because we work with expectations, it is always sensible to allow for a margin of error in the range of 10% above or below the likely value.

Methodological framework

The engagement is structured around the three core approaches recognized internationally. None of them is applied in isolation without justification.

Income approach

Converts future economic benefits into present value, mainly through Discounted Cash Flow (DCF).

Market approach

Uses prices and multiples observed in comparable companies and transactions.

Asset / cost approach

Estimates the value of assets and liabilities adjusted to market, or the cost of replacement and substitution.

For transactions subject to regulation or formal accountability, the scope is adjusted to the specific applicable standard. In Brazil, reports related to the capital markets must observe CVM requirements; accounting fair value measurements must consider CPC 46 (equivalent to IFRS 13).

Minimum governance of the engagement

Each role carries its own responsibility and its own evidence. Without that separation, no independent review is possible.

Role	Minimum responsibility	Evidence
Client / Board	Define purpose, valuation date, subject, standard of value and permitted use.	Engagement letter and minutes of approval.
Management	Provide complete data and formally approve projections and operating assumptions.	Management representation letter.
Appraiser	Select methods, test data, document judgments and conclude on a value or a range.	Report, model and supporting files.
Independent reviewer	Re-perform critical tests and challenge assumptions without having taken part in the initial preparation.	Checklist and review opinion.
Legal / Accounting / Tax	Validate contingencies, debt, ownership structure, taxes and subsequent events.	Memoranda and certificates.

Definitions that must be fixed before any calculation

No calculation starts before these eight decisions. A value without a valuation date, a purpose and a standard of value cannot be interpreted.

Item	Mandatory decision	Example
Subject	Company, business unit, asset, brand or ownership stake.	100% of the capital of Company X.
Valuation date	The date the value refers to.	06/30/2026
Purpose	M&A, fundraising, restructuring, dispute, accounting, succession.	Negotiation with an investor.
Standard of value	Market value, fair value, investment value or liquidation value.	Market value.
Operating premise	Going concern, orderly sale or liquidation.	Company as a going concern.
Monetary unit	Nominal or real currency and the treatment of inflation.	Nominal R$.
Stake	Controlling or minority, and any specific rights.	Controlling stake of 60%.
Report date	The date the analysis was concluded.	08/15/2026

Data room: the indispensable data

The quality of a valuation is capped by the quality of the data. Without accounting reconciliation and operating evidence, the result may look sophisticated, but it will remain fragile.

Mandatory data quality tests

Ten tests that must pass before any projection is built.

Test	Procedure	Pass criterion
Revenue reconciliation	Management revenue × income statement × invoices × bank receipts.	Differences explained and documented.
Cash reconciliation	Book balance × statements × investments.	100% reconciled at the valuation date.
Accrual cut-off	Check revenues and costs near the valuation date.	No improper acceleration or deferral.
Non-recurring revenue	Identify extraordinary events and revenue that will not repeat.	Normalization approved.
Shareholder expenses	Separate personal or off-market spending.	Adjustment documented.
Related parties	Map prices, loans and contracts outside market conditions.	Adjustments or justifications.
Net debt	Confirm financial debt, available cash and debt-like items.	Reconciled with contracts and banks.
Working capital	Reconcile balances and seasonality.	A normalized, replicable base.
Operating KPIs	Recalculate churn, CAC, LTV, margin, TPV and key metrics.	Consistent definitions and a validated sample.
Subsequent events	Assess facts between the valuation date and the report.	Relevant events disclosed and addressed.

Normalizing the financial statements

A valuation starts from normalized economic results, not merely from raw accounting figures. Every adjustment is objective, quantified and supported by evidence.

Typical adjustment	Treatment	Evidence
Extraordinary revenue	Exclude when non-recurring.	Contract, invoice and history.
Fines, indemnities and settlements	Exclude from recurring results, unless structurally recurring.	Proceedings and receipts.
Off-market owner compensation	Replace with compensation consistent with the role.	Salary benchmark.
Personal expenses	Exclude in full.	General ledger and receipts.
Rent from a related party	Adjust to market price.	Appraisal or comparable quotes.
Improperly capitalized costs	Reclassify as expense where applicable.	Accounting policy and ledger.
Buyer synergies	Do not include in standalone market value; present separately.	Synergy case and capture plan.

Building the financial projections

Projections are driver-based: every relevant line derives from volume, price, productivity, capacity or a contractual obligation, and never from arbitrary percentages.

Block	Minimum drivers	Output
Revenue	Customers and volume, ticket and price, churn, price adjustments, conversion, mix and seasonality.	Revenue by line and in total.
Variable costs	Volume, unit cost, take rate, partner fees and losses.	Gross and contribution margin.
Operating expenses	Headcount, salaries, marketing, technology, legal, overhead and inflation.	EBITDA and EBIT.
Taxes	Tax regime, bases, rates, credits and loss carryforwards.	NOPAT and cash taxes.
Working capital	Average receivable, payable and inventory days.	Change in NWC.
CAPEX	Maintenance, expansion, technology and capacity.	Investment and depreciation.
Financing	Balance, amortization, interest and new borrowings.	Flow to shareholders and net debt.

Recommended horizon

History: 3 to 5 years, or since inception for young companies.
Explicit projection: 5 years for mature businesses; 7 to 10 years when stabilization takes longer.
Monthly detail: a monthly model for seasonal businesses, turnarounds or accelerated growth.
Terminal value: only once margins, reinvestment and growth reach a sustainable level.

Primary method: Discounted Cash Flow

Free Cash Flow to the Firm (FCFF)FCFF = EBIT × (1 − T) + Depreciation and Amortization − CAPEX − Δ Working CapitalFCFF compensates lenders and shareholders. It must be discounted at the WACC.

Enterprise ValueEV = Σ [ FCFFₜ / (1 + WACC)ᵗ ] + Terminal Value / (1 + WACC)ⁿ

Equity ValueEquity Value = EV − Net Debt − Debt-like items + Non-operating assets

Cost of capital

Weighted Average Cost of Capital (WACC)WACC = Ke × E/(D+E) + Kd × (1 − T) × D/(D+E)

Cost of equity: adjusted CAPMKe = Rf + β × ERP + Country premium + Justifiable specific premiums

Component	Source / criterion	Control
Risk-free rate	Sovereign bond consistent with the currency and the duration of the flows.	Same currency as the cash flow.
Beta	Unlevered betas of comparables, relevered to the target structure.	Exclude outliers and document the sample.
ERP	Market risk premium from a recognized source.	Date consistent with the valuation date.
Country premium	When sovereign risk is not already reflected in other components.	Avoid double counting.
Specific premium	Only for risk not captured in the cash flow or in other parameters.	Objective justification; no arbitrary adjustment.
Cost of debt	Marginal borrowing rate or the cost of comparable debt.	After any applicable tax benefit.
Capital structure	A sustainable or target structure, not necessarily the current one.	Consistent with comparables and debt capacity.

The WACC is calculated, not chosen. A WACC tuned to "arrive at" a desired value invalidates the entire engagement, and it is the first thing an experienced investor tests.

Terminal value

Perpetual growth (Gordon)Terminal Value = FCFFₙ₊₁ / (WACC − g)Growth g must be sustainable and consistent with the currency, inflation and the long-term growth of the economy and the industry.

Exit multipleTerminal Value = Normalized metric in year n × Exit multipleThe multiple must be supported by mature comparable companies and applied to a stabilized metric.

Mandatory terminal value tests

Test	Criterion
Share of EV	Disclose the terminal value as a percentage of Enterprise Value; an excessive share increases fragility.
Implied growth	Calculate the implied g when an exit multiple is used.
Implied multiple	Calculate the implied EV/EBITDA and EV/Revenue when Gordon is used.
Reinvestment	Confirm that terminal growth requires consistent reinvestment.
ROIC × WACC	The perpetuity must reflect a sustainable return on capital, not unsupported infinite competitive advantage.

Market approach

Comparable companies

Step	Mandatory procedure
Selection	Compare revenue model, industry, geography, scale, growth, margin, risk and stage.
Standardization	Harmonize IFRS/GAAP, leases, extraordinary items and LTM/NTM periods.
Multiples	Calculate EV/Revenue, EV/EBITDA, EV/EBIT, P/E or suitable industry metrics.
Statistics	Present minimum, quartiles, median and maximum; justify exclusions.
Application	Apply the multiples to the appraised company's normalized metrics.
Adjustments	Explain discounts and premiums for growth, margin, risk, liquidity and scale.

Precedent transactions

Data required	Content
Date and context	Announcement or closing date, market cycle and rationale.
Deal value	Enterprise Value, Equity Value and payment structure.
Financial metric	Revenue, EBITDA, ARR, customers or volume at the transaction date.
Control and synergies	Stake acquired, control premium and likely synergies.
Comparability	Geography, segment, scale, growth, margin and asset quality.
Time adjustment	Assess whether an adjustment for market, inflation or cycle is needed.

Converting a multiple into valueEnterprise Value = Selected multiple × Normalized financial metric

Asset-based / adjusted net assets approach

Indicated as the primary or supporting method for holdings, real estate companies, financial institutions, asset-intensive businesses, companies in liquidation and cases where cash generation does not adequately represent the value of the assets.

Adjusted net assetsEquity Value = Market value of assets − Market value of liabilities and contingencies

Class	Common adjustments
Cash and investments	Availability, restrictions and redemption value.
Receivables	Default, term, present value discount and concentration.
Inventories	Obsolescence, turnover, cost to sell and realizable value.
Fixed assets	Market appraisals, useful life, idleness and costs to sell.
Real estate	Independent appraisal, encumbrances and transaction costs.
Intangibles	Brands, technology, customer base, contracts and licenses when separable and measurable.
Liabilities	Settlement value, penalties, contingencies and off-balance-sheet items.

Additional data for fintechs, SaaS and platforms

Recurring and transactional models require their own metrics, and they are precisely where interpretation errors destroy the most value at the negotiating table.

Metric	Definition and minimum calculation	Interpretation risk
ARR / MRR	Contracted recurring revenue, net of cancellations, discounts and non-recurring items.	Mistaking transactional or implementation revenue for recurrence.
TPV / GMV	Total volume processed; separate gross volume from the platform's revenue.	Valuing volume as if it were revenue.
Take rate	Transaction revenue ÷ volume processed.	Ignoring mix, pass-throughs, taxes and incentives.
Gross margin	Net revenue less directly attributable costs.	Leaving out cloud, partner, acquiring, anti-fraud or support costs.
NRR	Initial cohort revenue + expansion − contraction − churn, divided by the starting revenue.	Mixing new customers into the cohort.
CAC payback	CAC ÷ monthly contribution margin of new customers.	Using revenue instead of margin.
LTV / CAC	Present value of the customer's expected margin ÷ CAC.	Assuming constant churn without enough history.
Credit loss	Expected and realized losses by vintage or cohort.	Valuing the portfolio at its gross balance.
Regulatory	Licenses, BaaS dependence, KYC/AML, capital and contingencies.	Treating a partner's license as an asset of your own.

Reconciling the methods and concluding

The result is not an automatic average. The appraiser must explain why each method applies, how strong the evidence is and what informational weight it deserves.

Method	Condition for greater weight	Condition for reducing weight
DCF	Approved projections, consistent history and verifiable drivers.	Pre-revenue company, high uncertainty or unsupported projections.
Comparables	A genuinely similar sample with recent, reliable data.	Material differences in model, scale or geography.
Transactions	Recent deals with known values and metrics.	Unobservable synergies or different market conditions.
Asset-based	Value concentrated in identifiable assets.	An asset-light business whose value depends on growth and intangibles.

Mandatory outputs of the report

Output	Content
Enterprise Value	The value of the operations before net debt.
Equity Value	The value attributable to shareholders after adjustments.
Value per share or quota	Fully diluted Equity Value divided by the equivalent shares or quotas.
Value range	The interval resulting from methods, sensitivities and scenarios.
Valuation date and validity	The value refers to a specific date; material changes require an update.
Critical assumptions	Discount rate, growth, margin, churn, CAPEX and working capital.
Limitations	Unaudited data, dependencies, uncertainties and scope not performed.

Sensitivities, scenarios and stress tests

Analysis	Minimum variations
WACC × terminal growth	A matrix with reasonable variations, for example ±1 to 2 p.p. on the WACC and ±0.5 to 1 p.p. on g.
WACC × exit multiple	A matrix of discount rate and terminal multiple.
Scenarios	Pessimistic, base and optimistic, with explicitly different drivers.
Revenue	Volume, price, churn, conversion and concentration.
Margins	Partner costs, people, cloud, losses and efficiency.
Capital	CAPEX, working capital, funding needs and covenants.
Regulatory	Loss of a partner, a licensing requirement, a capital increase or an operating interruption.

Signs that a valuation is not reliable

If you received a report showing any of these signs, question it before you negotiate.

A value presented without a valuation date, purpose or standard of value.
Projections that grow by arbitrary percentages rather than by operating drivers.
A WACC chosen to "arrive at" the desired value.
Terminal value accounting for nearly the whole result, with no implied tests.
Multiples from famous companies that are not actually comparable.
ARR, GMV or TPV treated as if they were net revenue.
Incomplete net debt, ignoring debt-like liabilities and restricted cash.
EBITDA adjustments without evidence, or called "non-recurring" every single year.
A premium for technology, brand or license added separately when it is already reflected in the cash flow.
A single number presented with no sensitivity, no range and no reconciliation.

Recommended execution process

Define the scopeSubject, valuation date, purpose, standard of value and the limits of the engagement.
Open the data roomIssue a formal information request list and track how it is filled.
Reconcile the historyAccounting, tax, banking and management figures.
NormalizeRevenue, costs, expenses, CAPEX, working capital and debt.
Build the projectionDriver-based, formally approved by management.
Calculate the DCFCash flow, cost of capital and terminal value.
Select comparablesCompanies and precedent transactions, with statistics and adjustments.
Run the asset-based approachWhen it applies to the business profile.
Consolidate the valueEnterprise Value, net debt, Equity Value and fully diluted value.
Run sensitivitiesScenarios, matrices and implied tests.
Reconcile and concludeWeight the methods and write the conclusion as a range.
Submit to independent reviewRe-performance of the critical tests by someone who did not prepare the model.
Close the evidence fileObtain the representation letter and archive the supporting documentation.

Minimum deliverables

Valuation report

Subject, purpose, valuation date, standard of value, methods, assumptions, results, sensitivities, limitations and conclusion.

Financial model

History, projections, DCF, WACC, comparables, transactions, net assets, sensitivities and reconciliation.

Data book

The treated base of accounting, financial, commercial and operating data.

Evidence folder

Source documents, searches, contracts, appraisals and approvals.

Review checklist

Tests performed, exceptions, owner and conclusion.

Management letter

A statement on the completeness, truthfulness and approval of the projections.

Readiness checklist to start a valuation

Ten items. If any of them is not ready, the valuation starts fragile.

Item	Criterion
Scope defined	Subject, valuation date, purpose and standard of value approved.
History available	Income statement, balance sheet, cash flow statement and reconciled trial balances.
Revenue validated	Reconciliation by customer and product against tax filings and the bank.
Debt validated	Contracts, balances, guarantees and net debt.
Contingencies mapped	Legal, tax, labor, regulatory and contractual.
KPIs calculated	Consistent definitions and historical series.
Business plan approved	Drivers, targets, investments and owners.
Market documented	Comparables, transactions and sources.
Fully diluted cap table	Convertible instruments and preferences included.
Owners named	Management, appraiser, legal and reviewer.

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Valuation reliability matrix

A score that measures the quality of the process, not certainty about the future. It is what makes two reports objectively comparable.

Dimension	Weight	Criterion for a maximum score
Data quality	25%	Audited, reconciled and traceable data.
Projection quality	20%	Drivers evidenced and approved.
Cost of capital	15%	Coherent parameters and documented sources.
Market comparability	15%	A robust sample and well-founded adjustments.
Sensitivities and scenarios	10%	Complete tests and a conclusion stated as a range.
Governance and review	10%	Independent review and a representation letter.
Documentation	5%	Complete calculation trail and evidence.

How to read it

Below 60%

Fragile. It should not support a relevant decision without correction.

60% to 75%

Usable with explicit caveats.

75% to 90%

Robust. Suitable for negotiation and accountability.

Above 90%

A high degree of methodological reliability.

Essential technical references

IVSC, International Valuation Standards (IVS). Edition published on 01/31/2024, effective since 01/31/2025. It includes reinforced requirements for data, inputs and documentation.
IVS 105: Valuation Approaches and Methods. The market, income and cost approaches.
CVM, Resolution no. 215, of 10/29/2024, consolidated: requirements for appraisal reports within its scope.
CPC 46: Fair Value Measurement. Valuation techniques and the use of market inputs. Equivalent to IFRS 13.
Corporate finance technical literature: discounted cash flow, cost of capital, multiples and value creation analysis.

Executive conclusion

A professional valuation does not come from the formula; it comes from the discipline of evidence. The mathematical model is the easy part. The real work is proving that the revenue exists, that the margins are sustainable, that the risks were captured, that the capital required was considered and that every assumption can be defended before an informed counterparty.

The conclusion must always be presented as a value range at the valuation date, along with the factors that can widen or narrow that range. Without that, the document is merely a numerical opinion with a technical appearance.

This document is the Valuez methodological standard, version 1.0 (July 2026). It does not replace a report issued by a qualified professional for specific regulatory purposes. See the Disclaimer.

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