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RECOMMENDATIONS TO DECISION MAKERS
The window of opportunity impacts on timing of the carve-out.
Unpacked structures are dominating in practice.
Further reading!
No efficient implementation without a strong project management team:
An active, content-focused project management team is indispensable for
managing the carve-out and M&A process simultaneously, across functions
and in a successful manner
Optimize the transaction structure:
Sale of the carve-out business by means of a share transfer is usually preferred
by sellers because it enables them to control the legal, operational, financial
and organizational set-up of the TOM and its legal structure. If necessary for
separation, appropriate underlying asset transfer structures will also be
required
Be transparent on carve-out steps:
If the carve-out takes place between signing and closing of the transaction,
buyers may be concerned about a lack of influence and transparency. This can
be remedied by a carve-out action plan and term sheets for individual
measures
SURVEY RESULTS
In your opinion, what is particularly important to
bear in mind in the carve-out sales process
compared to a traditional company sale?
65% Provision of any necessary TSA
structures
56% Establishing and ensuring Day 1
readiness
54% Structuring of the transaction (often a
combination of asset and share deal)
3
How often did this involve a carve-out as a means
of selling to external investors?
40% In the majority of cases
37% Always
23% In the minority of cases