Advice

Why Independent Fairness Opinions & Solvency Opinions Matter

In today’s business environment, major transactions face intense scrutiny from lenders, shareholders, and regulators. Corporate mergers, acquisitions, sales, financing, and refinancing often require an independent expert opinion for the deal to move forward. PCE delivers the objective analysis you need to protect all parties involved and to ensure fiduciaries can act with confidence.

What Is a Fairness or Solvency Opinion?

A fairness or solvency opinion provides an independent, expert assessment of whether a transaction is:

  • Financially fair to shareholders, and

  • Leaves the company solvent, adequately capitalized, and able to meet obligations

Boards, trustees, and Special Committees rely on these opinions to demonstrate due care, fulfill fiduciary responsibilities, and reduce litigation risk.

Employee

Our Approach: Expert, Transparent, Defensible

PCE’s process is thorough, exact, and designed to withstand scrutiny in any boardroom or courtroom. Our team begins with a comprehensive evaluation of the business and the transaction. We analyze the value being created, assess the anticipated methods of consideration, and review potential alternatives to ensure objectivity.

Our work includes:
  • Comprehensive financial evaluation
  • Independent valuation and financial modeling
  • Assessment of consideration, alternatives, and transaction structure
  • Scenario analysis and outcome modeling
  • Clear, well-supported conclusions presented to fiduciaries
  • Defensible written opinions that mitigate risk and protect all stakeholders
The result: a rigorous, objective fairness or solvency opinion that enables fiduciaries to make sound, defensible business judgments with confidence.

When You Need a Fairness and Solvency Opinion

Independent opinions are often required when a transaction may materially impact shareholder value, introduce leverage, or involve potential conflicts of interest. PCE provides expert fairness and solvency opinions for:

  • Mergers & acquisitions (buy-side and sell-side)

  • Divestitures or spin-offs

  • ESOP transactions

  • Related-party or conflicted transactions

  • Shareholder disputes

  • Multiple share classes or complex capital structures

  • Leveraged or dividend recapitalizations

  • Refinancing or new debt issuance

If a transaction significantly affects value, capital structure, or fiduciary exposure, an independent opinion is essential to protect stakeholders and satisfy regulatory and governance requirements.

Resource

Blog

Do You Need a Fairness Opinion for Your Privately Held Company?

Discover ten reasons why your business should enlist the expertise of a third party for a comprehensive and unbiased fairness opinion.

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