Maurice Nussenbaum, chairman of Sorgem Evaluation and APEI (professional association of independent experts) , Thomas Hachette, Partner at Sorgem Evaluation…
In certain cases involving a public listing or other capital market operations, the AMF imposes the designation of an independent expert, when:
- The listing may give rise to a conflict of interests
- The listing may threaten the fairness between shareholders
- The issuer raises capital by selling shares at a significant discount.
As an independent expert since 1983, Sorgem Evaluation subscribes to a strict and rigorous selection method:
Step 1: Nomination of Sorgem Evaluation by the board of directors or by a member of the oversight committee
Step 2: Transfer to Sorgem Evaluation of:
- The assignment
- The business plan of the target company
- All information deemed necessary in completing the assignment (the work done by the underwriting bank(s), all the data that assist in appraising the expected synergies, etc.).
Step 3: Sorgem Evaluation establishes a multivariate approach fully complying with the recommendations of the AMF.
The main methods used are listed below:
- Relative valuation methods that are based on the analysis of comparable companies (listed and non-listed) and of comparable precedent transactions
- Intrinsic valuation methods that are based on the expected return and risk of a company (Discounted Cash Flow, Net Asset Value, etc.).
The obtained results are then compared to the company’s market capitalization and/or previous transactions completed on its shares.
Upon completion of our mission, we submit a thoroughly documented report, detailing the following elements:
- The reasons explaining the choice of a method over another
- The results obtained and our opinion on the Initial Public Offering (IPO) and its fair character.