Fairness Opinion

Network 1 regularly provides fairness opinions to support parties contemplating or involved in a merger, acquisition or takeover. Our Valuation professionals are uniquely positioned to provide a wide range of services including financial modeling, pricing analysis, as well as pro forma earnings impact analysis.

When considering a transaction, the fiduciary duty of a company’s board of directors becomes subject to high scrutiny. As a result, board members can become exposed to significant liability if a transaction is not in the best interest of the shareholders. In seeking a fairness opinion, board members receive supporting documentation from a professional valuation advisor which demonstrates an active fulfillment of fiduciary duties.


Fairness opinions provided by Network 1’s professionals are based on objective, independent analyses. They include not only valuation analysis, but a comprehensive review of the transaction’s financial structure and an analysis of the type and timing of the consideration being offered.

We provide fairness opinions to boards in connection with various events and transactions, including:

  • Related-party transactions/special committee formation
  • Sale or merger transactions without auction
  • Transactions without an investment banker or advisor
  • Financing transactions that may dilute current investors
  • Board members requesting independent fairness opinions
  • Opinions required by a bond indenture or other financing document
  • Going Private Transactions