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Fairness Opinion

Deloitte Corporate Finance LLC

As investor and regulatory scrutiny increases on companies and their transactions, board members are well advised to use due care in executing their fiduciary duties and mitigating real or perceived conflicts of interest. One way boards can demonstrate fulfillment of their duties, when considering a transaction, is by seeking fairness opinion services from a trusted and independent advisor such as Deloitte Corporate Finance LLC (DCF).

Fairness opinions are typically received by boards in connection with the following events and related transactions:

  • Related-party transactions/special committee formation
    • Going-private transactions
    • Minority buyouts/squeeze outs
    • Tender offers
  •  Sale or merger transactions without an auction
  •  Transactions with no investment banker or advisor
    • Acquisition/merger
    • Divestiture
    • Financing
  • Financing transactions that may dilute current investors
    • Private investment in public equities (PIPES)
    • Down round financings
    • Exchanges of debt and equity
  • Board members wanting an independent fairness opinion
    • Second opinions on large iconic transactions
    • Boards not wanting the fairness opinion on transactions provided by the deal advisor
    • Real or perceived advisor conflicts of interest
    • Stapled financing provided by the deal advisor
  • Opinion required by a bond indenture or other financing document

DCF and the global practices of the Deloitte Touche Tohmatsu Limited member firms and affiliates offer sophisticated investment banking advice to companies participating in transactions. Our commitment to quality and independence, along with the breadth and depth of our experience and resources, uniquely position us as a fairness opinion advisor.

Selecting the right advisor can help boards of directors mitigate the financial risks of a transaction by demonstrating that they have used sound business judgment to fulfill their fiduciary duties.

Learn More

Fairness opinions: Actions board members can take when the debt comes due

Read our latest market insights on going-private transactions

Contact Us

For more information on our fairness opinion services please contact Justin Silber or Hector Calzada.

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