M&A Fairness Opinion Process
Not the traditional question for these forums, but I would like to gather some feedback from several firms. In M&A IB, once the fairness opinion is produced, what is the path it takes to go through for approval. Control Room? Legal? Compliance? Is there a separate committee that exists that reviews this? If so, who makes up the committee?
Just looking for assistance as our firm is exploring going into this type of IB transactions and I'm not sure we have the existing resources.
I’m a few years out from banking so memory is a bit hazy but if I recall correctly the fairness opinion is prepared by the deal team and then before presenting to the client is submitted to an internal fairness opinion committee which is composed of some senior/“global head” level bankers and the banks general counsel or assistant general counsel. Deal team presents deck to them and defends assumptions and outputs. I also recall external counsel being involved in some capacity to assist my EB with reviewing and drafting the memo/notice that actually goes to the client. Could be more to all this but as an analyst I was probably out of the loop on some.
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