• Transaction Opinions

    Whether our clients are looking to fulfill their fiduciary duties, mitigate risk, or determine corporate value, we are there throughout the transaction process to provide objective advice based on rigorous analysis. We work on behalf of boards of directors, investors, trustees, and other corporate leaders to advise and issue opinions on a wide range of transactions.

    1997 to 2017 Global M&A Fairness Advisory Rankings

    ADVISORDEALS
    Houlihan Lokey1001
    JP Morgan959
    Bank of America Merrill Lynch699
    Duff & Phelps672
    Morgan Stanley660
    Source: Thomson Reuters. Announced or completed transactions
  • Fairness Opinions

    We help boards of directors, special committees, companies, and business owners fulfill their fiduciary duties—by providing them with comprehensive analyses and unbiased opinions about the financial fairness of pending transactions. Our intellectual rigor and wide-ranging financial expertise position us as a trusted advisor for clients worldwide.

    We’ve been valuing companies and their underlying securities for decades, in complex situations and in virtually every type of change-of-control transaction, including:

    • Affiliate and insider transactions
    • Related-party transactions
    • Synergistic mergers
    • Transactions involving competing offers
    • Down-round financings

    Contacts

    Jennifer Muller

    Managing Director

    Jennifer Muller

    rich lacher

    Managing Director

    Rick Lacher

    Robert Rosenberg

    Managing Director

    Robert Rosenberg

    Fund Opinions

    As regulators and investors increase scrutiny of private investment funds, sponsors must be aware of actual or perceived conflicts of interest in affiliate transactions. Transactions or trades conducted by a sponsor among its affiliates may lead to investor challenges and regulatory actions.

    From a regulatory perspective, the SEC has stated that it will “continue to examine private fund advisers, focusing on conflicts of interest and disclosure of conflicts as well as actions that appear to benefit the adviser at the expense of investors.”

    Fund affiliate transactions often address end-of-life fund issues or involve combinations of assets across funds. Affiliate transactions that may be actual, or are perceived as, conflicts of interest include:

    • Cross-Trades or Fund Transfers
    • Fund Seeding
    • Fund Recapitalization
    • Principal Transactions
    • Contractual Arrangements
    • Season and Sell

    An independent financial advisor can assist sponsors in satisfying their legal, regulatory, and contractual duties in connection with an affiliate transaction. Fairness opinions or valuation opinions may serve to both protect the sponsor and facilitate discussions about the transaction with the LP Advisory Committee and other parties. The receipt of independent advice and a financial opinion by a sponsor in affiliate transactions has become a widely adopted practice.

    Houlihan Lokey has been at the forefront of providing valuation and fairness opinions to sponsors across a wide range of affiliate transactions. We have provided these “fund opinions” to leading sponsors in connection with fund transfer, fund recapitalization, and other portfolio company transactions over the past several years.

    Contacts

    Tad Flynn

    Managing Director

    Tad Flynn

    Chris Croft

    Managing Director

    Chris Croft

    Mark Schade

    Managing Director

    Mark Schade

    Terence Tchen

    Managing Director

    Terence Tchen

    Solvency and Other Capital Adequacy Opinions

    We render hundreds of solvency and capital adequacy opinions on behalf of boards of directors, lenders, equity sponsors, and investment banks. Our expertise in the areas of valuation, restructuring, and mergers and acquisitions provides a strong foundation for issuing solvency and other capital adequacy opinions, including surplus opinions and insolvency opinions. Our opinions provide an additional level of protection, mitigating our clients’ risk of fraudulent conveyance, particularly in the cases of:

    • Leveraged transactions
    • Stock redemptions
    • Dividend distributions

    Contacts

    Chris Croft

    Managing Director

    Chris Croft

    Jennifer Muller

    Managing Director

    Jennifer Muller

    Valuation Opinions

    Our valuation professionals combine analytical tools with real-world transaction experience to objectively determine corporate worth. We help our clients determine their enterprise value in a variety of situations, including:

    • Mergers and acquisitions
    • Initial public offerings
    • Redemptions of shareholder interests
    • Determinations of tax liabilities
    • Assessments of collateral values
    • Reorganizations of family-owned businesses

    Contact

    Jennifer Muller

    Managing Director

    Jennifer Muller

    ERISA & ESOPs

    We have been at the forefront of the ESOP (employee stock ownership plan) movement since Congress legislated ESOPs in 1974, and we also help advise our clients on ERISA valuation and transactional matters. We have advised numerous sponsor companies and ESOP/ERISA trustees, rendering opinions on fairness, adequate consideration, valuation, and solvency, as well as structuring and negotiating complex ESOP transactions. The firm brings current and directly applicable industry and transaction experience to bear in advising a client with respect to various aspects of a transaction.

    Contacts

    Kreg Jackson

    Managing Director

    Kreg Jackson

    Jeffrey Tarbell

    Director

    Jeffrey Tarbell

    Estate & Gift Tax Valuations

    Houlihan Lokey has one of the largest and most established business and securities valuation practices of any firm worldwide. We have provided education, guidance, and valuation services to a deep roster of clients, including Forbes 400 families and top U.S. tax attorneys. Our estate and gift tax valuation team provides the following services:

    • Valuations of interests in closely held businesses or other securities
    • Discount studies for partnerships or other estate planning vehicles
    • Consulting services to enhance the design of securities for gifting or estate planning
    • Litigation support and expert witness testimony for IRS appeals or tax court matters

    Contact

    Jeffrey Tarbell

    Director

    Jeffrey Tarbell

Related Highlights

Contact Us

rich lacher

Managing Director

Rick Lacher

Jennifer Muller

Managing Director

Jennifer Muller

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