Client need

Our client (Company) was a thinly-traded, publicly listed electronics company with three distinct operating subsidiaries. When the Company decided to sell the largest subsidiary, which was its primary line of business, to a third party, it became necessary to form an affiliated entity in order to acquire the assets of the other businesses, which would not be included as part of the sale to the third party.

Before the transaction occurred, the Company’s Board of Directors wanted to establish the following:

1. The purchase price associated with the sale of the largest subsidiary was fair
2. The transaction consideration related to the purchase of the other two subsidiaries by existing management was fair

Baker Tilly Capital solution*

Baker Tilly Capital was hired as the Company’s financial advisor in connection with this complex two-step sale, which included the sale of the largest subsidiary and a going-private transaction of the Company’s remaining two subsidiaries. The team worked with a special committee of independent directors to provide fairness opinions to the Company’s Board of Directors for both parts of the sale.

Results

As a result of our team’s fairness opinions, the Company was able to receive board and shareholder approval, allowing it to efficiently and effectively close the two-step sale in a timely manner and take its remaining two subsidiaries private.

For more information on this deal, or to learn how Baker Tilly Capital specialists can help with your fairness opinion needs, contact our team.

* Services provided by Curtis Securities, LLC, which merged with Baker Tilly Capital, LLC

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