Transaction Opinions

Consistently recognized as a top U.S. fairness opinion provider since 2012.

Greater scrutiny of transactions and increased litigation means a higher risk of the deal falling through. That’s why it’s important to hire advisors who will stand by their opinions long after the deal is finalized and not treat a transaction opinion like a “check-the-box” exercise. Fairness opinions are considered a best practice and can help protect board members and other fiduciaries against monetary judgments and reputational risk should the deal go to litigation. Solvency opinions provide support and confidence to key stakeholders that the company has the ability to continue servicing debts and perform ongoing operations, and that the deal will not result in a fraudulent conveyance.

Stout provides an independent perspective to our transaction opinions by using proven valuation techniques, sophisticated financial and cash flow modeling, thorough industry analysis, and extensive due diligence. Because each and every opinion is reviewed by Stout’s transaction opinions committee, we provide fiduciaries assurance that the transaction was diligently investigated and reviewed.

Typical Fairness Opinion Engagements

• Mergers, acquisitions, and divestitures
• Going-private and conflict transactions
• Buy-side and sell-side advisory
• Recapitalizations
• Related-party transfers
• Secondary and continuation fund transactions

Typical Solvency Engagements

• Corporate spin-offs
• Dividend recapitalizations
• Stock buybacks
• Financing transactions
• Reasonably equivalent value tests
• Capital surplus test
• Special dividends

Who We Serve

• Corporate boards of directors
• Special committees
• Trustees
• Other fiduciaries of public and private companies
• State Attorneys General