DLOM· Discount for Lack of Marketability

DLOM: where it is applied matters as much as the rate

Updated

The illiquidity discount adjusts a value derived from listed comparables to reflect the risk arising from the lower liquidity of an unlisted holding. The acronym DLOM (Discount for Lack of Marketability) reflects market usage, not the terminology of the IPEV Guidelines. The IPEV 2025 Guidelines rule out a discount for marketability, defined as the time needed to complete a transaction, but require a lack of liquidity to be considered when adjusting multiples, with calibration to the entry price as the tool to assess it. Where it is applied and at what rate are matters of the Valuer's judgement, framed by the valuation policy, and must be documented. Jolv adopts one convention: by default on the multiple, with an option to apply it to the fair value of the holding at the end of the equity bridge — never to net debt, never to 100% equity before the fund's share.

Calculation convention

On the multiple: EV = metric × multiple × (1 − d) · On the holding: FV = FV before discount × (1 − d)

At the same rate, the two placements do not produce the same value: applied to the multiple, the discount bears on enterprise value and flows through to equity with the effect of leverage.

Worked example (fictional)

EBITDA €10m, comparables multiple 8.00×, net debt €30m, fund's share 60.0%, discount of 15.0%.

No discountEV €80.0m → equity €50.0m → fund's share €30.0m
Discount on the multiple6.80× → EV €68.0m → equity €38.0m → fund's share €22.8m
Discount on the holding€30.0m × 0.85 = €25.5m

Same 15.0% rate, a €2.7m difference: −24.0% on the fair value of the holding with the discount on the multiple, −15.0% with the discount on the holding. What must be set in the policy and held constant from one campaign to the next is, first and foremost, the point of application.

Review points

  • Discount applied to net debt.
  • Discount applied to 100% equity and then to the fund's share: illiquidity is counted twice.
  • Point of application changed from one campaign to the next without a record or justification.
  • Discount applied to a multiple already calibrated to the entry price: the calibration gap already reflects illiquidity, which is then counted twice.

In Jolv

Jolv applies the discount to the multiple by default, offers the option of applying it to the fair value of the holding at the end of the equity bridge, and versions that choice in the audit trail.

Feature — Fair Value & Multiples

Further reading — DLOM: where to apply the illiquidity discount in the bridge

Frequently asked questions

It is a matter of the Valuer's judgement, framed by the valuation policy, to be documented and applied consistently over time. Jolv applies it to the multiple by default, with an option on the fair value of the holding at the end of the equity bridge; never to net debt or to 100% equity.

First by calibration to the entry price (IPEV §3.4): the gap between the implied entry multiple and that of the comparables already reflects part of the illiquidity. Then by reference studies or documented judgement, and by its consistency over time. In review, the question concerns the point of application as much as the percentage.

Sources

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