Fairness opinion


  • Our client is in the process of launching a public offer on the shares of a company, of which he already owns a controlling stake.
  • The main issues for our client are the following:
    • Being a state-owned company, the Board of Directors is particularly eager to avoid any possible issues on conflict of interests
    • The target company’ shares have been through a troubled period. Consequently the adequate proposed share price is a disputed question

Our role

Our role comprises two steps:

  • Step 1: Provide our client’s Board of Directors with an opinion on the Target share price. Main issues are:
    • Estimate the shares value based on a multi-criteria analysis
    • Present and defend our opinion in front of various parties: the Board of Directors, the investment banks advising both parties, the independent expert appointed by the target company’s Board of Directors, etc.
  • Step 2: Provide a fairness opinion on the share price finally retained by the Board of Directors. Main issues are:
    • Provide a clear and detailed valuation supporting our opinion on the offer price
    • Make a critical review of the valuation prepared by the investment bank presenting the public offer


  • The public offer launched by our client was a success.

Value added for our client

  • Ability to mobilize quickly experts in fairness opinions able to deal with highly complex valuation issues
  • Ability to respect the full confidentiality of the job in the context of a public offer