Palmerston Business Valuation Ltd.
Palmerston Business Valuation Ltd. provides M&A advisory support in expert fairness opinions and business valuations to ensure accuracy and regulatory compliance e.g. SEC/FINRA or SFC/HKEX for financial professionals for reporting under USGAAP or IFRS.
Business address:
ROOM D5, 5/F, KING YIP FACTORY BUILDING, 59 KING YIP STREET, KWUN TONG, KOWLOON, HONG KONG.
Website: https://www.palmer-ston.com
Meeting Our Team
Yiqun Huan, CFA
Yiqun Huan, CFA, MSc in Finance, brings over a decade of experience in finance, specializing in engineering, natural resources, technology, and entertainment industries. His expertise in financial analysis, valuation, and deal execution, combined with his CFA certification, ensures precise evaluation and execution of complex financial transactions.
Kelly Zhu, ACCA, CA Singapore, CA NZ
Kelly Zhu, ACCA, CA Singapore, CA NZ, leverages 14 years of experience in key financial roles at public listed companies in Singapore, Suzhou, and New Zealand. Her diverse background includes internal auditing, internal control, costing management, treasury, and intercompany transactions, across healthcare, diary, and semiconductor industries. She brings exceptional analytical and critical thinking skills to her role as a financial professional.
Six Steps: Overview
1
Engagement & Scope Definition
2
Due Diligence
3
Valuation Analysis
4
Fairness Assessment
5
Internal Review
6
Delivery & Compliance
Step One: Engagement & Scope Definition
Client Engagement
The investment bank establishes formal communication with the client, outlining the terms of engagement and the scope of work.
Scope of Work
The fairness opinion's scope is meticulously defined, including the transaction's nature, involved parties, and valuation methodology.
Conflict of Interest Disclosure
To ensure transparency and objectivity, the investment bank discloses any potential conflicts of interest, including past relationships with the client or target company, or any securities holdings in either entity.
Step Two: Due Diligence & Information Gathering
Transaction Document Review
Thorough review of transaction documents such as purchase agreements, merger agreements, or other related agreements provides critical insights into the transaction's terms, structure, and the parties' rights and obligations.
Financial Data Gathering
The investment bank diligently gathers financial statements, projections, and other relevant data from both the client and target company to analyze their financial performance and future prospects.
Market & Industry Analysis
Comprehensive market and industry analysis is conducted to assess valuation benchmarks, comparing the target company to similar publicly traded companies and examining industry trends and factors impacting the company's value.
Step Three: Valuation Analysis
DCF Analysis
The discounted cash flow (DCF) analysis estimates intrinsic value based on projected future cash flows, considering the company's expected earnings, growth rate, and cost of capital to arrive at a present value estimate.
Comparable Company Analysis
Comparable company analysis involves identifying similar publicly traded companies based on size, industry, and risk profiles, using their market multiples (such as price-to-earnings ratios) to determine a valuation range for the target company.
Other Valuation Methods
Additional valuation methods, such as liquidation value, sum-of-the-parts analysis, and precedent transaction analysis, are considered to provide supplementary insights and perspectives to support the fairness opinion.
Step Four: Fairness Assessment & Opinion Drafting
1
Fairness Assessment
The investment bank evaluates the financial fairness of the transaction based on valuation analyses and qualitative factors, considering the transaction structure, control premium, and any synergies or risks associated with the deal.
2
Drafting the Opinion
A clear and concise fairness opinion is drafted, summarizing key analyses and assumptions. It objectively states whether the proposed transaction price is fair, unfair, or if there is insufficient information to determine fairness, supported by the underlying valuation analysis.
3
Compliance
The fairness opinion adheres to FINRA and SEC rules governing the preparation and delivery of such documents, including disclosure requirements, recordkeeping, and independence standards.
Step Five: Internal Review & Approval
1
The fairness opinion undergoes a final review by the investment bank's fairness opinion committee, ensuring consistency with the bank's policies, procedures, and regulatory requirements.
2
A thorough conflict of interest check is conducted, verifying that all conflicts have been appropriately disclosed and managed, ensuring the opinion's objectivity and independence.
3
Internal quality control measures are implemented to ensure the fairness opinion's accuracy, completeness, and compliance with applicable rules and regulations.
Step Six: Delivery to Client & Regulatory Compliance
The investment bank presents the fairness opinion to the client, providing a clear explanation of the methodology, assumptions, and conclusions of the analysis.
To ensure compliance with FINRA and SEC recordkeeping requirements, all records related to the fairness opinion, including supporting documentation, analyses, and communications, are meticulously maintained for at least three years.
Post-transaction follow-up involves monitoring the transaction's completion and seeking feedback to enhance future processes. This includes engaging with the client to understand their experience and identify areas for improvement.
Key FINRA/SEC Rules for Fairness Opinions

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1
FINRA Rule 5150
This rule requires disclosure of conflicts of interest and ensures that fairness opinions are grounded in reasonable grounds and thorough analysis.
2
SEC Disclosure Requirements
Fairness opinions must be incorporated into proxy statements or tender offer documents for public companies, ensuring investor access to information about the fairness of a proposed transaction.
3
FINRA Rule 4511
This rule mandates investment banks to maintain records of fairness opinions and supporting documentation for at least three years, allowing regulators to review the basis for the fairness opinion and ensure compliance with applicable rules.
Our Clients
Palmerston Business Valuation Ltd. serves a diverse range of public companies, including those listed on NASDAQ and other major exchanges, across various industries. We are dedicated to providing our clients with expert financial valuation, analysis, and advisory services to support their strategic goals.
Contact Information
To connect with us, please reach out to our dedicated team at [email protected] or visit our website at www.palmer-ston.com for more information.
Our office is conveniently located at ROOM D5, 5/F, KING YIP FACTORY BUILDING, 59 KING YIP STREET, KWUN TONG, KOWLOON, HONG KONG.