Valuation & Opinion Services


Enhancing value from corporate and investment strategies requires the ability to make better and more-informed decisions. Today’s economic environment and integrated financial markets pose many challenges for companies and investors trying to determine fair value. At the same time, regulators and courts are demanding greater transparency and placing increased scrutiny on transactions and strategic decisions.

Whether contemplating a transaction or executing strategic initiatives, companies and investors face critical decisions regarding the valuation of businesses, investments and assets. Conway MacKenzie’s Valuation & Opinion Services (“VOS”) team helps our clients navigate complex situations by providing expert advice rooted in deep transactional experience and supported by robust financial analysis. Our clients benefit from an objective and practical approach that combines decades of operational, transaction and industry experience.

Our Valuation & Opinion Services Include:

  • Fairness Opinions
  • Solvency and Capital Adequacy Opinions
  • Business and Collateral Valuation Opinions
  • Fresh-Start Accounting
  • Goodwill and Intangible Asset Impairment
  • Share-Based Compensation
  • Financial Instruments
  • Portfolio Valuation
  • Tax Valuation
  • Corporate Finance and Planning
  • Strategic Alternatives
  • Financial Modeling

Conway MacKenzie’s valuation professionals are among the most highly skilled and credentialed in the profession. Our consultants have an unparalleled depth of experience and business knowledge that goes beyond valuation tools and analysis. We bring a unique perspective based on actual transaction and operational experience.

Transaction Opinions

Fairness Opinions

Free of conflicts, Conway MacKenzie’s Transaction Opinion services team provides clients with a truly independent opinion of fairness, from a financial point of view, regarding a contemplated transaction. A fairness opinion from Conway MacKenzie serves as both a risk management tool and a critical component in the decision-making process. Representative situations where a fairness opinion may be effective, and often necessary, include:

  • Mergers and acquisitions
  • Sales of material assets
  • Related-party transactions
  • Spin-offs
  • Down-round financings
  • Private investments in public equity (PIPE)
  • Transactions involving competing offers

Solvency and Capital Adequacy Opinions

When contemplating highly leveraged transactions and situations, companies and boards can mitigate the risk of fraudulent conveyance through obtaining a solvency opinion or other capital adequacy opinion. Conway MacKenzie professionals combine decades of valuation and restructuring experience to provide fiduciaries with expert analyses and opinions that enhance the decision-making process. The types of transactions where a solvency opinion may be beneficial include:

  • Leveraged and affiliate transactions
  • Dividend recapitalizations
  • Spin-offs and split-offs
  • Stock buybacks
  • Debt refinancings

Business and Collateral Valuation Opinions

In certain transactions and situations where a fairness opinion is not required, it is typically prudent to obtain an independent opinion of value from a third-party valuation expert. These situations can be either transaction-based, financing-based or for general corporate planning purposes. Our professionals have performed valuation opinions for a wide array of situations, including:

  • Mergers and acquisitions
  • Initial public offerings (IPOs)
  • Sales of material assets
  • Collateral value assessments
  • Minority / non-controlling interest transactions
  • Shareholder redemptions
Corporate Value Measurements

Conway MacKenzie’s Corporate Value Measurement services team provides companies with a single objective: independent opinion of value to meet market and regulatory requirements. Whether we are valuing an enterprise, assets or securities, our experienced team of valuation professionals stays current with regulatory reporting requirements and best practices, ensuring a defendable opinion and providing our clients with peace of mind.

Conway MacKenzie’s Corporate Value Measurement services team offers a full complement of valuation services that meet the most sophisticated financial, tax and regulatory needs:

  • Fresh-Start Accounting
  • Purchase Price Allocation
  • Goodwill and Intangible Asset Impairment
  • Share-Based Compensation
  • Financial Instruments
  • Portfolio Valuation
  • Tax Valuation
Strategic Financial Advisory

Corporate Finance and Planning

Whether contemplating a M&A transaction, divestiture, refinancing or other strategic decision, corporate executives, boards of directors and investors rely on us for the expert advice, perspective and tools necessary to achieve their strategic objectives and enhance shareholder value. We assist clients and provide tools for a wide array of situations, including:

  • Assisting buyers and sellers with valuation modeling and sensitivity analysis to understand the pro forma value of the proposed transaction.
  • Develop, customize and assess business cases and forecasts under various scenarios to maximize value of a particular strategy.
  • Valuation of minority interests and evaluation of transaction alternatives.
  • Analysis of financing alternatives and capital structure optimization.
  • Transaction structuring support.

Strategic Alternatives

When deciding the best course of action to maximize shareholder value, Conway MacKenzie’s seasoned professionals assist clients with identification and evaluation of strategic and financing alternatives, including sale of certain businesses, assets or the entire company, mergers, buy-out of minority interests and other capital allocation strategies. We address critical valuation and situational issues, and assist with the preparation of memorandums and appropriate materials.

Financial Modeling

Clients turn to Conway MacKenzie to construct and run financial models required to make an informed business decision. Utilizing the latest techniques and financial tools, we build sophisticated business and transaction models for a wide array of situations.

  • Acquisitions and divestitures
  • Capital raise, refinancing and other capital allocation strategies
  • Joint ventures, strategic alliances and minority investments
  • Licensing agreements, intellectual property and R&D, and other material contracts and agreements
  • Complex capital structures, liquidation analyses/waterfalls and corporate conversions
  • Financial instruments and derivatives, including options, warrants, debt and other liabilities