Transaction Opinions

In order to bolster decisions or manage perceived conflicts of interest, it is critical to seek an independent transaction advisor. Amid increased scrutiny of transactions and risks of litigation, you need qualified, objective advisors who can stand by and support their opinions both in connection with and after a transaction is consummated.

Fairness opinions are considered a best practice in many types of transactions and can help protect board members and other fiduciaries against monetary judgments and reputational risk should the deal result in litigation. Solvency opinions performed in connection with highly leveraged transactions 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 fairness opinions and solvency opinions across a wide range of industries, deal sizes, and deal types. We leverage proven valuation techniques, sophisticated financial and cash flow modeling, thorough industry analysis, and extensive due diligence to provide transaction opinions that are independent, well supported, and highly responsive. Because each and every opinion is reviewed by Stout’s transaction opinions committee, we provide fiduciaries with a greater level of 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
  • Special dividends

Typical Solvency Opinion Engagements

  • Corporate spin-offs
  • Dividend recapitalizations
  • Financing transactions
  • Reasonably equivalent value tests
  • Capital surplus tests

Who We Serve

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

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