Maryland Letter to Board of Directors - Fairness Opinion

State:
Multi-State
Control #:
US-CC-4-254
Format:
Word; 
Rich Text
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This sample form, a detailed Letter to Board of Directors (Fairness Opinion) document, is a model for use in corporate matters. The language is easily adapted to fit your specific circumstances. Available in several standard formats.
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FAQ

A fairness opinion is a financial advisor's perspective as to whether the price to be paid or received in a transaction is fair to the client's shareholders.

A fairness opinion is a report that evaluates the facts of a merger, acquisition, carve out, spin-off, buyback or another type of purchase and provides an opinion as to whether or not the proposed stock price is fair to the selling or target company.

Some important steps in drafting the fairness opinion letter (FOL) include: Step 1: Identify the parties/companies to the transaction and the offer made, if any. Step 2: List the data available for the financial analysis. Step 3: Identify the appropriate financial model(s) based on available data.

Fairness Opinion Requirement Section 1203 requires an affirmative opinion as to the fairness of the consideration offered to the shareholders of the subject corporation in any transaction involving an interested party.

A fairness opinion is a report compiled by a qualified investment banker or advisor that evaluates the fairness of the price offered during an acquisition, takeover, or merger. The opinion relates to the price offered by the buyer and the fairness of the terms to the company's shareholders.

Q: What's the difference between a fairness opinion vs. valuation? A: Both are important in a large transaction. Valuation though informs an actual transaction price, while the fairness opinion concludes how reasonable that price is.

A fairness opinion is a letter summarizing an analysis prepared by an investment bank or independent third party, which indicates whether certain financial elements in a transaction, such as price, are fair to a specific constituent, from a financial point of view.

Ing to the National Association of Securities Dealers (NASD) Rule 2290(a), analysts issuing a fairness opinion must disclose any material relationship with parties to the transaction in the two years prior to issuing the fairness opinion.

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Maryland Letter to Board of Directors - Fairness Opinion