Digital advertising agency receives valuation and fairness opinion as part of freeze-out merger

Client need

Our client was a digital advertising and marketing agency that delivered e-commerce services to fashion, luxury and retail businesses. Following the loss of a major customer and departure of a few key managers, the company began developing cash flow problems. Its largest investor and controlling shareholder, a European family office, wished to protect itself from early investors and the company’s founders when a down round of financing was the company’s only viable funding strategy. The reason for the controlling shareholder’s concern was that one of its family-owned businesses was the largest customer of the company, having outsourced all of its digital marketing initiatives to the company.

Baker Tilly Capital solution*

Working with other advisors, Baker Tilly Capital was hired to prepare a valuation for the company and conduct a fairness opinion in connection with a freeze-out merger being put forth by the company’s largest investor and controlling shareholder.


Our team’s comprehensive analysis indicated little, if any, economic value left in the company. Ultimately, the freeze-out merger was completed successfully with none of the company’s minority shareholders protesting the end result.

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

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

Baker Tilly Capital, LLC disclosure >
Baker Tilly Capital, LLC privacy policy >
Baker Tilly Capital, LLC social media disclaimer >