M&A advisor fees · Fairness opinions
How much does a fairness opinion cost?
Across 660 US merger proxies and tender-offer statements, 540 opinions come with a fee the filing states separately. The fee is usually a slice of a larger advisory fee, and unlike the rest of it, the opinion fee is normally payable whether or not the deal closes.
In 30 of those engagements the opinion fee is the entire fee: a board bought an opinion on its own rather than hiring that firm to sell the company.
What is counted here
A fee counts when the filing states the part payable on delivery of the opinion, either as an amount or as the balance of a stated total. Nothing is estimated and nothing is split by rule of thumb: where a filing gives only one combined fee, that engagement is not in this table. Every figure is quoted with the sentence it comes from on the advisor fee page, and the filing is linked from there.
Opinion fees by deal size
| Deal value | Opinions | Median opinion fee | Middle half |
|---|---|---|---|
| Under $100M | 31 | $750K | $363K–$1M |
| $100–500M | 59 | $1M | $1M–$2M |
| $500M–2B | 109 | $2M | $1.5M–$2.5M |
| $2B+ | 124 | $3M | $2M–$5M |
These are fees disclosed for specific engagements, not a price list. A board negotiates an opinion fee against the work the opinion requires and the risk the firm takes in signing it, and the same firm charges differently on other deals. Nothing here is advice on what to pay, or on whether any opinion was adequately priced.
Opinion fees by the firm that signed
Firms with at least five opinions whose fee the filings state. The range is the lowest and highest single fee disclosed for that firm, not a quoted band.
| Firm | Tier | Opinions with a stated fee | Median | Range |
|---|---|---|---|---|
| Centerview Partners | Elite boutique | 80 | $2M | $1M–$15M |
 J.P. Morgan | Bulge bracket | 61 | $3M | $1M–$20M |
 BofA Securities | Bulge bracket | 41 | $2M | $1.5M–$7.5M |
 Morgan Stanley | Bulge bracket | 40 | $4.5M | $500K–$10.5M |
 Jefferies | Middle market | 28 | $2M | $750K–$5M |
| Leerink Partners | Not on a tier list | 21 | $1M | $500K–$2M |
 Citi | Bulge bracket | 19 | $2.5M | $1.25M–$8M |
 Evercore | Elite boutique | 17 | $2M | $500K–$7.5M |
 Goldman Sachs | Bulge bracket | 15 | $2M | $1M–$10M |
 Houlihan Lokey | Middle market | 14 | $875K | $150K–$3M |
 Keefe, Bruyette & Woods | Not on a tier list | 13 | $1M | $250K–$2M |
 Lazard | Elite boutique | 13 | $2M | $1M–$5M |
 Piper Sandler | Middle market | 12 | $875K | $250K–$2M |
 PJT Partners | Elite boutique | 11 | $5M | $2M–$10M |
 Barclays | Bulge bracket | 9 | $3M | $1M–$4M |
 William Blair | Middle market | 8 | $1M | $500K–$2M |
 Moelis & Company | Elite boutique | 8 | $2.25M | $1M–$5M |
| Newbridge | Not on a tier list | 7 | $45K | $35K–$80K |
 Perella Weinberg Partners | Elite boutique | 6 | $2M | $1.5M–$5M |
 Kroll | Middle market | 6 | $243K | $100K–$350K |
 Wells Fargo Securities | Not on a tier list | 6 | $3.5M | $1.75M–$5M |
 TD Cowen | Middle market | 5 | $1M | $1M–$1M |
 Truist Securities | Middle market | 5 | $1M | $750K–$2M |
A firm's median here reflects the deals it was hired for, not its pricing: a firm that opines mostly on large transactions will show a higher median than one that works on smaller ones. The tier label comes from published league tables and is not an assessment of quality. Fees shown for a named firm are its disclosed fees on those engagements only.
The rest of the fee
What the whole advisory fee looks like, by deal size, client, firm and industry, is on the M&A advisor fee page. What else the filings say about the engagement, including how often a retainer or an expense cap is mentioned, is on the engagement terms page. The underlying records are in ma_advisor_fees.csv (data version 2026.10.3, CC BY 4.0).
Common questions
Is the fairness opinion fee separate from the advisory fee?
It is usually a slice of the larger advisory fee rather than an extra charge, and unlike the rest of that fee it is normally payable whether or not the transaction closes. In 30 engagements the opinion fee is the whole fee, which is a board buying an opinion on its own.
Who can give a fairness opinion?
In these filings the opinion is signed by an investment bank or an advisory firm engaged for that purpose. The table above groups the firms with at least five opinions whose fee the filings state; the grouping comes from published league tables and is not an assessment of any firm.
Is the opinion fee credited against the advisory fee?
Some filings say it is, so the opinion fee is paid first and then set against the fee due at closing rather than added to it. A proxy only mentions this when it chooses to: across 660 filings read in full, the engagement terms page counts how often a credit of one fee against another is mentioned at all.