Common Stock Valuations and Fairness Opinions

PBS has performed stock valuations and fairness opinions in hundreds of transactions. Our knowledge of the financial industry evolves from an experienced staff and a history as consultants and financial advisors to the banking industry.

Evaluations are based upon an analysis of current and historical financial data, recent findings of regulatory and audit reports, discussions with management, and other summary financial information that is available and appropriate.

Events normally requiring a valuation include:

  • Corporate and Acquisition Planning
  • Common Stock Redemption
  • Reverse Stock Split
  • Interim Bank Transactions
  • Dissenting Shareholder Disputes
  • Employee Stock Ownership Plans
  • Public or Private Equity Issues
  • Estate Settlements
  • Hostile Takeover Attempts

A written report is prepared and presented to the Board of Directors. The presentation forum enables the Directors to discuss possible sale negotiation strategies, appropriate methodologies for pursuing buyer inquiries, and other areas of concern.

If the valuation is part of a proposed merger or acquisition, PBS may provide a fairness opinion. If the proposed transaction is a cash acquisition, PBS evaluates the offer compared to the valuation, analyzes the structure of the transaction, and evaluates the buyer’s ability to consummate the transaction. If the proposed transaction is structured as a merger (exchange of stock), an analysis is performed on the acquiring institution’s stock for the purpose of assuring that consideration received in the form of that company’s equity has reasonable value. PBS has gained valuable experience in the pricing and evaluation of all forms of acquisition currency (common stock, preferred stock, debt and convertible securities).

With the advice and consent of the Board, PBS assists in negotiations, as appropriate, to assure shareholders of the best possible value and economic terms available. It has been our experience that such assistance enhances the consideration in these transactions.

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