The need for independent financial advice at the board level never has been greater. Conflicted investment bankers with contingent fee arrangements, related-party transactions, and the lack of market-clearing mechanisms in certain deals all elevate board member scrutiny. An independent fairness analysis and opinion is a critical component of the board deliberation process.
At Duff & Phelps, fairness opinions are not an add-on service but a core practice. The vast majority of our opinions are rendered in situations where Duff & Phelps is not the banker, and we are comfortable rendering opinions involving minority interests, debt securities, and limited market checks. With a reputation built over decades, Duff & Phelps’ Fairness Opinion Practice delivers high quality financial advice and opinions that withstand the most rigorous scrutiny.
Duff & Phelps ranks first for number of announced fairness opinions in the Americas for the past five years. Since 2005, Duff & Phelps has rendered over 1,000 fairness and solvency opinions for transactions with an aggregate deal value of over $2.2 trillion.
Fairness Advisory Services
We advises boards of directors, special committees, trustees and other fiduciaries on fairness issues in a variety of corporate transactions. In addition to providing fairness opinions on M&A transactions, we are experts in advising and opining on transactions absent a market-clearing mechanism. Representative situations include:
- Sell-side/buy-side mergers & acquisitions
- Spin-offs, split-ups, divestitures
- Going-private transactions
- Related-party transactions
- Down-round financing, minority investments, and other financing transactions
- Requirements pursuant to certain bond indentures and credit agreements
- Any transaction requiring a shareholder vote
- ESOP/ERISA transactions