by Matthew Shaffer, Harvard Business School.
In U.S. M&A transactions, target directors are effectively required to seek and consider a “fairness opinion” and supporting valuations before accepting a takeover offer. Despite their legal status, critics have argued that these valuations are biased and sometimes low-quality, and that even unbiased valuations would not be useful to public companies, which can use their pre-deal stock price as an appraisal of their value.
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