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1
CTI QuickTip - Differences Between ESOP Fair Market Valuations and Transaction Fairness Opinions
CTI QuickTip - Differences Between ESOP Fair Market Valuations and Transaction Fairness Opinions
::2012/05/02::
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2
OTES Rant #1 Fairness of Student Growth Measures in Ohio
OTES Rant #1 Fairness of Student Growth Measures in Ohio
::2014/07/29::
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3
Abraham Hicks -  Justice isn
Abraham Hicks - Justice isn't about fairness
::2014/08/04::
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4
Send in the Worms!! - Head2Head plays Worms
Send in the Worms!! - Head2Head plays Worms
::2014/10/29::
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5
The Fairness Doctrine, Is It Really Fair?
The Fairness Doctrine, Is It Really Fair?
::2009/06/08::
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6
Microeconomics - 83: Fairness and Rent Ceilings
Microeconomics - 83: Fairness and Rent Ceilings
::2012/01/14::
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7
Power of the Market - Fairness
Power of the Market - Fairness
::2008/09/18::
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8
"Fairness Doctrine" = Unfair = censorship
"Fairness Doctrine" = Unfair = censorship
::2008/02/20::
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9
Capuchin monkeys reject unequal pay
Capuchin monkeys reject unequal pay
::2012/12/15::
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10
Ambassador Chaudhry
Ambassador Chaudhry's Video Response to Andrei from Ungheni
::2010/07/30::
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11
GOOGLE SUCKS ...No Fairness, No Freedom
GOOGLE SUCKS ...No Fairness, No Freedom
::2011/01/28::
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12
The ED Show - Republican vote against Buffett rule a vote against fairness?
The ED Show - Republican vote against Buffett rule a vote against fairness?
::2012/04/16::
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13
It
It's About Fairness: Rev. Delman Coates for Question 6
::2012/10/09::
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14
John Clark - Property Tax Fairness
John Clark - Property Tax Fairness
::2013/02/27::
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15
Arthur Brooks: How to Win the Fairness Fight
Arthur Brooks: How to Win the Fairness Fight
::2012/04/11::
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16
本 સુમેરિયન 테스트 诵 誦
本 સુમેરિયન 테스트 诵 誦
::2013/01/08::
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17
Building the Future: Jobs, Growth, and Fairness in the Arab World
Building the Future: Jobs, Growth, and Fairness in the Arab World
::2014/04/12::
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18
Will Hutton on fairness
Will Hutton on fairness
::2011/03/24::
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19
Where
Where's The "Fairness"? Debate Over The Fairness Doctrine!
::2009/02/08::
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20
The Connection between Equity and Fairness in Policy Design in View of ACA
The Connection between Equity and Fairness in Policy Design in View of ACA
::2013/05/28::
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21
Airtime Fairness
Airtime Fairness
::2012/01/17::
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22
2000 Helena Cronin: Feminism argues for sameness, not fairness
2000 Helena Cronin: Feminism argues for sameness, not fairness
::2014/02/16::
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23
Obama
Obama's Speech On Fairness, Fair Share, Income Inequality Vs Milton Friedman
::2011/12/08::
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24
Fairness at work - a sick joke?
Fairness at work - a sick joke?
::2010/09/15::
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25
TV9 Ladies Club: Season 3: {Epi 6}:Krishna Sundari,Pregnancy Care Tips,Fairness Fruits - Full
TV9 Ladies Club: Season 3: {Epi 6}:Krishna Sundari,Pregnancy Care Tips,Fairness Fruits - Full
::2014/11/24::
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26
Bill O
Bill O'Reilly vs. Diane Sawyer on Media Fairness and the Economy (6/01/2011)
::2011/06/02::
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27
Mikulski Speaks Out on Senate Floor Urging Passage of Paycheck Fairness Act
Mikulski Speaks Out on Senate Floor Urging Passage of Paycheck Fairness Act
::2012/06/05::
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28
Bobbie Battista On Rush "SlutGate" And Fairness In Media.  TV News 3.9.12
Bobbie Battista On Rush "SlutGate" And Fairness In Media. TV News 3.9.12
::2012/03/09::
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29
Whap! Zap! Monterey County
Whap! Zap! Monterey County's Radar Trap!
::2014/08/25::
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30
Finally Fast Review - Now With 100% More Fairness
Finally Fast Review - Now With 100% More Fairness
::2011/08/16::
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31
How To Let Breakout Stocks Come To You REAL TIME
How To Let Breakout Stocks Come To You REAL TIME
::2007/08/12::
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32
CBL - Fairness and Equality
CBL - Fairness and Equality
::2011/02/14::
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33
David Cameron: £26,000 benefit cap is
David Cameron: £26,000 benefit cap is 'basic issue of fairness'
::2012/01/23::
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34
Fairness Pass It On A message form the foundation for a better life--- AD baseball commercial
Fairness Pass It On A message form the foundation for a better life--- AD baseball commercial
::2012/02/24::
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35
Media Fairness Caucus: National Media Ignore President
Media Fairness Caucus: National Media Ignore President's Lowest-Ever Approval Rating
::2010/05/27::
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36
Friedman and Sowell on Equality
Friedman and Sowell on Equality
::2009/06/14::
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37
Shah Rukh Khan Gets Caught For Endorsing A Fairness Cream!
Shah Rukh Khan Gets Caught For Endorsing A Fairness Cream!
::2013/08/22::
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38
29 - Understanding your remedy in EQUITY (conscience, fairness)
29 - Understanding your remedy in EQUITY (conscience, fairness)
::2012/07/31::
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39
Real Reviews: Fairness Face Wash: Will Olay, Ponds or Fair & Lovely Convert This Fairness Skeptic?
Real Reviews: Fairness Face Wash: Will Olay, Ponds or Fair & Lovely Convert This Fairness Skeptic?
::2012/10/02::
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40
Dr. Devendra Opinion and health tips on jaundice
Dr. Devendra Opinion and health tips on jaundice
::2014/06/19::
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41
Rep. Sheila Jackson-Lee Calls for a Return to the
Rep. Sheila Jackson-Lee Calls for a Return to the 'Fairness' Doctrine
::2010/11/18::
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42
Carl Levin: Tax fairness "front and center" with voters in
Carl Levin: Tax fairness "front and center" with voters in '12 - thanks, in part, to Romney's taxes
::2012/01/26::
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43
Imam Anwar Al Awlaki - Polygamy fairness to the woman (Indonesia sub-title)
Imam Anwar Al Awlaki - Polygamy fairness to the woman (Indonesia sub-title)
::2013/06/05::
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44
Racial Gerrymandering in VA Redistricting. Residents demand fairness and a real voice.
Racial Gerrymandering in VA Redistricting. Residents demand fairness and a real voice.
::2011/04/07::
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45
The Fight fo Fairness & Compassion - Pope Francis vs. Rush Limbaugh (Part 1 of 3)
The Fight fo Fairness & Compassion - Pope Francis vs. Rush Limbaugh (Part 1 of 3)
::2013/12/16::
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46
Fairness & Equality For All - A Special Message From Iron Workers General President Walter Wise
Fairness & Equality For All - A Special Message From Iron Workers General President Walter Wise
::2012/09/12::
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47
Dhoom 3 - Aamir Khan & Katrina Kaif
Dhoom 3 - Aamir Khan & Katrina Kaif's opposite reaction to Shahrukh Khan on fairness cream
::2013/11/18::
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48
Arthur Brooks: How to Respond to the President
Arthur Brooks: How to Respond to the President's Definition of Fairness in Less Than a Minute
::2012/06/13::
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49
Diana Furchtgott-Roth on the Paycheck Fairness Act for Fox Business
Diana Furchtgott-Roth on the Paycheck Fairness Act for Fox Business
::2010/10/08::
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50
Fairness For Victims Act
Fairness For Victims Act
::2011/03/31::
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RESULTS [51 .. 101]
From Wikipedia, the free encyclopedia
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A fairness opinion is a professional evaluation by an investment bank or other third party as to whether the terms of a merger, acquisition, buyback, spin-off, or privatization are fair.[1] It is rendered for a fee.[2][3] They are typically issued when a public company is being sold or entering into a merger or divesting themselves of a substantial division of their business. They can also be required in private transactions not involving a company that is traded on a public exchange,[4] as well as in circumstances other than mergers, such as a corporation exchanging debt for equity.[5]

Controversy[edit]

Controversy in financial and management circles surrounds the question of the objectivity of fairness opinions, as one aspect of the duty of care in the fairness of a transaction. A potential exists for a conflict of interest when an entity rendering an opinion may benefit from the transaction either directly or indirectly.[6] Directors and officers of the companies also may have an interest in the outcome of the proposed transaction.[7] In response, in the United States, the Financial Industry Regulatory Authority (then the National Association of Securities Dealers) issued its Rule 2290 to require disclosure by its members to minimize abuses;[8] this was approved in 2007 by the Securities and Exchange Commission.[9]

Equity and fairness[edit]

In the United States, in the context of stockholder lawsuits,[10] typically relating to the sale or merger of a public company, the Delaware Court of Chancery has required sufficient disclosures be made to a board of directors and shareholders to “provide a balanced, truthful account of all matters”[11] and said “When a document ventures into certain subjects, it must do so in a manner that is materially complete and unbiased by the omission of material facts.”[12] In a Memorandum Opinion in the CheckFree/Fiserv merger Chancellor Chandler underlined that the earlier In re Pure Resources Court had established the proper frame of analysis for disclosure of financial data: “[S]tockholders are entitled to a fair summary of the substantive work performed by the investment bankers upon whose advice the recommendations of their board as to how to vote on a merger or tender rely.”[13] According to the certification hypothesis fairness opinions may also serve the interest of the shareholders by mitigating informational asymmetries in corporate transactions.[14]

References[edit]

External links[edit]

Example Fairness Opinions (SEC filings) relating to the merger of Merck & Co., Inc. and Schering-Plough Corporation:

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