Michael Vitti is a managing director in the Disputes Consulting practice. He is focused on issues related to valuation and credit analyses across a variety of contested matters and industries.

Michael has over 20 years of experience preparing financial analyses in a variety of contexts. Prior to focusing on contested matters, he spent several years performing valuation and other corporate finance-related analyses for transaction advisory, strategic planning, financial reporting, and tax restructuring purposes. His focus then shifted to financial analyses within a disputes context, including: fraudulent transfer and preference claims, shareholder disputes, appraisal rights, breaches of contract and breaches of fiduciary duty. He leverages his financial expertise to provide clients with a broad range of litigation, forensic and investigative services within the context of valuation-related, credit-related and other types of corporate finance-related disputes.

Michael is a frequent author and speaker. He contributed to books published by Wiley and the American Bar Association and authored articles that were featured in publications such as the American Society of Appraisers’ Business Valuation Review, the American Bankruptcy Institute’s ABI Journal and Harvard Law School’s Bankruptcy Roundtable. He has spoken at national conferences sponsored by the American Society of Appraisers, the National Association of Certified Valuators and Analysts, the American Bankruptcy Institute, and the Association of Insolvency & Restructuring Advisors.

Michael began his career with Coopers & Lybrand in 1996. After Coopers & Lybrand merged with Price Waterhouse in 1998, he remained at PricewaterhouseCoopers within their Corporate Value Consulting practice. He stayed with this practice after it was sold to Standard & Poor’s in 2001 and merged with Duff & Phelps in 2005.

Michael received his B.S. in business administration with concentrations in finance and accounting from Montclair State University. He’s a Chartered Financial Analyst charterholder and formerly held the Certified Management Accountant and Certified Financial Manager designations.

Representative Engagements

Fraudulent Conveyance or Preference Lawsuits

  • Provided analysis related to the spin-off of various brands from a leading consumer product company.
  • Provided analysis related to the spin-off of a multi-billion-dollar unregulated subsidiary from a leading utility company.
  • Provided analysis related to a leveraged recapitalization of a leading land developer.
  • Provided analysis related to the leveraged recapitalization of a metals company.
  • Provided analysis related to the leveraged buyout of a regional supermarket.
  • Provided analysis related to dividends paid by a recycled metals company.
  • Provided analysis related to the removal of a debt guaranty from a land developer and home builder.
  • Provided analysis in a preference matter related to a technology company.
  • Provided analysis in a preference matter related to a large pharmaceutical distributor.
  • Provided analysis in a preference matter related to a financial services company.
  • Provided analysis in a preference matter related to a retailer.

Potential Fraudulent Conveyance or Preference Lawsuits

  • Advised court-appointed examiner on potential colorable fraudulent transfer and preference claims that arose from Lehman Brothers’ bankruptcy filing.
  • Advised debtor on potential fraudulent conveyance claims (focus was on upstream guarantees made by subsidiary guarantors) related to the leveraged buyout of a financial services firm.
  • Advised creditor that financed the leveraged buyout of a financial services firm shortly before the debtor filed for bankruptcy due to the disclosure of a large accounting-related fraud.
  • Assessed a potential fraudulent transfer claim related to a debtor in the oil and gas industry that did not have any debt obligations (analysis focused on capital adequacy).
  • Assessed a potential fraudulent transfer claim related to a leveraged recapitalization in the cable industry.
  • Advised on the prospective assessment regarding one of the largest spin-offs in history.
  • Advised on the prospective assessment related to the merger of two multi-billion-dollar chemical companies.
  • Advised on the prospective assessment of a multi-billion-dollar technology company.

Other Solvency-Related Disputes

  • Advised taxpayer on a multi-billion-dollar worthless stock deduction dispute with the IRS.
  • Advised a U.S. government agency (a creditor) on the feasibility of a building material company’s proposed restructuring plan.
  • Advised on the capital adequacy of an investment fund during the middle of 2008.

Financial Crisis-Related Matters

  • Advisor to the court-appointed examiner for Lehman Brothers. Focused on reported valuations of Lehman’s assets in the context of potential colorable fraudulent transfer or breach of fiduciary duty claims; and the parent company’s liquidity, capital adequacy and ability to pay its debts.
  • Several of the aforementioned solvency-related matters involved debtors that were affected by the financial crisis.
  • Advised on multiple residential mortgage put back-related matters.

Financial Damages

  • Advised on multiple matters in the Delaware Chancery Court where shareholders alleged that they were harmed by a change-in-control transaction.
  • Advised on a Delaware Chancery Court-type shareholder appraisal matter in Bermuda.
  • Assessed damages related to claims of professional malpractice that affected companies in the cable and consumer product industries.
  • Assessed potential damages in several of the aforementioned solvency-related matters.
  • Assessed damages related to a breach of sale contract that involved a European Internet service provider.
  • Valued a minority interest in a distribution business within the context of a shareholder oppression lawsuit within the distribution industry.
  • Assessed damages related to an investment bank that facilitated financing and provided advice to a manufactured housing company.
  • Assessed damages related to a failed joint venture within the cable industry.
  • Assessed damages related to a dispute between a cable company and an early-stage content provider.
  • Advised counsel on damage theories in an insurance-related matter that stemmed from the terrorist attacks on 9/11.
  • Advised minority shareholder group related to the purchase of controlling shares in a Canadian company with a dual-class ownership structure.
  • Assessed damages related to material information that was allegedly not disclosed by the seller; the subject company was in the consumer products industry.

Other Disputes-Related Experience

  • Assessed the value and terms associated with a long-term agreement between a cable company and a content provider. Valued unregistered shares in a technology company.
  • Valued unregistered shares in a technology company.

Transaction Advisory

  • Advised shareholder and founder of an insurance company on the value of his equity interest; the context was his contractual right to sell his interest in the company to his co-investor/employer.
  • Advised on the merger between two professional sports teams.
  • Assessed the fairness of deal terms from a financial point of view for multiple matters.

Strategic Planning

  • Advised a pharmaceutical company on its strategic options related to its biotechnology subsidiary.
  • Advised an early stage Internet company on its strategic options.

Financial Reporting

  • Valued tangible and intangible assets for purchase price allocation purposes across a variety of industries.
  • Valued entities and intangible assets to assess the impairment of goodwill and other intangible assets across a variety of industries.
  • Valued employee stock options in the context of assessing stock-based compensation.

Tax

  • Valued legal entities in the context of multiple tax restructurings.
  • Valued equity interests for estate planning purposes.
  • Valued a patent donated by a chemical company to a leading university.
  • Valued assets owned by a pharmaceutical company for a Section 475 election.
  • Advised taxpayer on a worthless stock-related dispute with the IRS.

Contributions to Books

  • “Cost of Capital in Bankruptcy” chapter in The Lawyer’s Guide to Cost of Capital: Understanding Risk and Return for Valuing Businesses and Other Investments (American Bar Association), pp. 241-305, 2014.
  • Bankruptcy discussion in “How Courts View Cost of Capital” chapter in Cost of Capital: Applications and Examples, 5th ed. (Wiley), pp. 943-968, 2014.

Journal Articles

  • “Relevance, Value and Allocation of Debt Guaranty is Not Guaranteed.” American Bankruptcy Institute Journal 36, no 3 (2017): 18 (with J. d’Almeida).
  • “Assessing Fraud.” American Bankruptcy Institute Journal 35, no. 11 (2016): 38 (with Z. Saeed).
  • “Is Momentive a Bigger Deal than Typically Reported, or Is It Much Ado About Nothing?” American Bankruptcy Institute Journal 35, no. 4 (2016): 40.
  • “A Cartoon and Other Takeaways from the Tronox Case.” American Bankruptcy Institute Journal 33, no. 4 (2014): 20 (with J. d’Almeida).
  • “Letter to Editor: Key Takeaways from and Updates to the Three Papers.” Business Valuation Review 33, no. 4 (2014): 96-101.
  • “Grounding Retrospective Solvency Analyses in Contemporaneous Information (3 of 3).” Business Valuation Review 33, no. 3 (2014): 50-80.
  • “Grounding Retrospective Solvency Analyses in Contemporaneous Information (2 of 3).” Business Valuation Review 33, no. 1-2 (2014): 3-20.
  • “Grounding Retrospective Solvency Analyses in Contemporaneous Information: Part I.” Business Valuation Review 32, no. 4 (2013): 186-211.

Other Articles

  • “Big MAC: Fresenius is the First (Regulatory) MAC in Delaware History (Part II of II). QuickRead, March 14, 2019.
  • “Big MAC: Fresenius is the First (General) MAC in Delaware History (Part I of II).” QuickRead, February 28, 2019.
  • “A Valuation Practitioner’s Musings on Corporate Income Taxes.” QuickRead, January 2, 2009.
  • “The Discount Period for the Terminal Value Is Not Debatable.” QuickRead, July 18, 2018.
  • “Practical Advice on Rebutting and/or Defending a Valuation Report.” QuickRead, March 7, 2018.
  • “The Debate Over the Efficient Market Hypothesis’ Effect on Contested Valuations.” QuickRead, May 24, 2017.
  • “Proponents of the Efficient Market Hypothesis Always Want More Cowbell.” QuickRead, May 10, 2017.
  • “A Testifying Expert Believes the 76ers Will Make the 2015-16 Playoffs: Could that Opinion Survive a Daubert Challenge? Part III, QuickRead, June 30, 2016.
  • “A Testifying Expert Believes the 76ers Will Make the 2015-16 Playoffs: Could that Opinion Survive a Daubert Challenge? Part II, QuickRead, June 16, 2016.
  • “A Testifying Expert Believes the 76ers Will Make the 2015-16 Playoffs: Could that Opinion Survive a Daubert Challenge? Part I, QuickRead, June 15, 2016.
  • “What the Roach Motel and Hotel California Teach Us About Valuing Pass-through Entities,” QuickRead, March 16, 2016.
  • “Taking a Deeper Look into Momentive,” Harvard Law School’s Bankruptcy Roundtable, January 26, 2016.
  • “Taking a Deeper Look into Momentive, Part 2,” QuickRead, December 29, 2015.
  • “Taking a Deeper Look into Momentive, Part 1,” QuickRead, December 22, 2015.
  • “Why the Change from ‘Fraudulent Transfer’ to ‘Voidable Transaction’ May be a Big Deal,” QuickRead, November 18, 2015.
  • “One of AIG’s Largest Shareholders Put the Terms of AIG’s Bailout on Trial,” QuickRead, July 8, 2015.
  • “Assessing Lehman’s Solvency Prior to its Bankruptcy Filing,” National Litigation Consultants’ Review, 2015 (with A. Pfeiffer).
  • “Is Solvency in the Eye of the Beholder?” QuickRead, November 19, 2014.

Presentations

  • “Estimating the Value of Causes of Action for Purposes of Plan Releases in Chapter 11 Plan-Support Agreements” panel discussion, Valcon 2019: Cutting-Edge Valuation Solutions in Las Vegas, Nevada, sponsored by the American Bankruptcy Institute and Association of Insolvency & Restructuring Advisors, February 2019.
  • “Hot Topics in Valuation” panel discussion, Valcon 2017: Emerging Issues in Bankruptcy and Beyond in Las Vegas, Nevada, sponsored by the American Bankruptcy Institute, Association of Insolvency & Restructuring Advisors, and The University of Texas School of Law, March 2017.
  • “Market Data, Hindsight, Safe Harbors, and Role of Experts in Bankruptcy-Related Matters,” 26thAnnual Business Valuation Conference in Minneapolis, Minnesota, sponsored by the University of St. Thomas Shenehon Center for Real Estate, the Minnesota Association of Business Valuation Professionals, and the American Society of Appraisers, April 2016.
  • “Current Issues in Bankruptcy,” Advanced Business Valuation Conference in Las Vegas, Nevada, sponsored by the American Society of Appraisers, October 2015.
  • “Grounding Retrospective Solvency Analyses in Contemporaneous Information,” Advanced Business Valuation Symposium in San Diego, California, sponsored by National Association of Certified Valuators and Analysts and Consultants’ Training Institute, December 2014.
  • “Emerging Trends in Valuation” panel discussion, Association of Insolvency & Restructuring Advisors’ 29th Annual Bankruptcy & Restructuring Conference in Chicago, Illinois, sponsored by the Association of Insolvency & Restructuring Advisors, June 2013.
  • “Solvency and Insolvency Testing,” webinar for National Association of Certified Valuators and Analysts’ Master Analyst in Financial Forensics (MAFF) designation (multiple dates).
  • Guest Lecturer re: Retrospective Solvency-Related Issues at Yeshiva University (multiple dates).
  • Various presentations to law firms in which attendees received continuing legal education (CLE) credit.

Certifications

  • Chartered Financial Analyst charterholder (2001 – Present)
  • Certified Management Accountant (2005 – 2006)
  • Certified Financial Manager (2005 – 2006)

Education

  • Bachelor of Science, cum laude and departmental honors, business administration with concentrations in finance and accounting, Montclair State University,1996.

 Professional Affiliations

  • CFA Institute, Member
  • American Bankruptcy Institute, Member
  • NACVA’s QuickRead, Editorial Board Member
  • NACVA’s “Solvency and Insolvency Testing” webinar, Designer and Presenter
  • American Society of Appraisers’ Business Valuation Review, Technical Reviewer
  • ASA’s 2015 Advanced Business Valuation Conference, Planning Committee Member
Vitti /our-team/michael-vitti /-/media/assets/images/headshots/managing-directors/michaelvitti.ashx people {C8894F56-FF6C-4DEA-AB91-58D66A7F0624} {0DFE6A93-CE8B-48AF-9EF8-3A901E95BA03} {20BBB1AA-4114-40C9-B3EE-186F1C7001E6} {C7755329-0E30-4D69-B7F7-2F1D966A93AD} {C987DF12-8CE8-4A15-89E5-6BCA4C89833B} {B871D4F9-5FCB-40B9-8710-871A30B710AB}

Related Services

Duff & Phelps Disputes

Governance, Risk, Investigations and Disputes

Combined Duff & Phelps and Kroll disputes, investigations, cyber, business intelligence, cross-border restructuring and other advisory.

Governance, Risk, Investigations and Disputes
Duff & Phelps Disputes

Shareholder Disputes

Help to determine value for shareholder interests in private and public company disputes.

Shareholder Disputes
Duff & Phelps Disputes

Tax Disputes

Assistance in tax and regulatory litigation and investigations.

Tax Disputes
Duff & Phelps Disputes

Disputes Consulting

Expert analysis and testimony in the context of litigation and/or commercial disputes

Disputes Consulting

Case Studies

Insights

News