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Draft a sample Fairness Opinion Report using the data below (Please used the attached file for guidelines in conducting fairness opinion report) On August 1,
Draft a sampleFairness Opinion Reportusing the data below
(Please used the attached file for guidelines in conducting fairness opinion report)
On August 1, 2022, Mr. Black approaches Company Pink, whose stock price is P50 at the moment, with the intention of acquiring control of the firm. Mr. Black makes a tender offer to purchase their shares for P55, with the condition that he will acquire get 52% of their total shareholding
19.2.6. Guidelines on the Conduct of Valuation and Issuance of a Fairness Opinion. 19.2.6.1. Only independent rms that are compliant with the qualications prescribed in these Rules and Regulations Circular may conduct valuation and issue fairness opinion to comply with the above-quoted provisions of SRC Rule 19. \"[ndependence\" shall mean absence of any business interest or family relationship with any party to the transaction or of any of its directors, officers, or major stockholders. that could, or could reasonably be perceived to, materially interfere with the exercise of the professional judgment of the rm, its representative or any member of the engagement team in carrying out their responsibilities in assessing the fairness of the issuer's securities; 19.2.6.2. The following requirements must be observed in the conduct of the valuation and issuance of fairness opinion by an accredited rm: 19.2.6.2.1. The individual who acts on behalf of the accredited rm shall be a licensed professional who has at least ten (10) years experience in the eld of accounting, nance or economics and holds a relevant advance degree; 19.2.6.2.2. The rm shall use in its assessment relevant and current data or those that are not more than three months from date of valuation; 19.2.6.2.3. The rm shall adopt more than one valuation methodology and compare the values derived from using different methodologies to minimize the risk that the opinion is unreliable. In addition to referencing the quoted price of the subject equity securities, valuation methodologies shall include balance sheet valuation or book value, dividend discount model, price/earnings ratio, and free cash ow approach; 19.2.6.2.4. If the rm's valuation of a company materially differs from the market price of the company's securities prior to the announcement of a proposed transaction, the firm shall comment on the difference and the factors underlying it; 19.2.6.2.5. The rm shall not include prospective nancial information (including forecasts and projections) unless it has made sufcient inquiries to satisfy itself that the information on which it relied was prepared on a reasonable basis. It shall also disclose how and why it nds such inquiries sufcient and utilize several of the methodologies in 19.2.6.2.3 above. Discounted cash ow methodology which invariably uses forward looking information may only be used if the rm has reasonable grounds for doing so. If the rm considered the use of prospective information, the reasons shall be indicated in the report; 19.2.6.2.6. The firm shall notify the party commissioning the report within two (2) days from date of its knowledge of a signicant change which may affect the contents of the report or from the date of its conclusion that a material statement in the report is misleading or deceptive. A copy of such a report shall be furnished to the Commission within the same periodStep by Step Solution
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