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RECOMMENDATIONS TO DECISION MAKERS SURVEY RESULTS
Plan your TOM diligently and its business robust enough:
The TOM and business plan should be comprehensive, solid and value-optimized
Conduct a risk mapping:
A risk analysis of the TOM and the associated business plan should be carried out
along the value chain. The effects of individual or associated risks, including any
mitigation measures, should be modelled. The risk analysis should be carried out for
not only the carve-out business but also for the retained seller group
Be transparent on carve-out steps:
As a minimum, the carve-out structure, including any separation and structuring
measures, should be disclosed to the buyer; although the buyer will not generally have
a right to participate in detailed negotiations in this context. That said, flexibility in the
structuring of the TOM's individual components can assist in meeting the buyer's
requirements or realizing synergy potentials which can result in an increased sale price
No transaction certainty without prior risk analysis
Further reading!
What are the main risk factors from the seller's /
buyer's perspective?
68% No viable stand-alone Target Operating
Model (TOM)
47% No clearly structured and realistic
business plan
37% Insufficient (internal) resources
What measures are typically taken to mitigate
negative influences on the business unit to be
spun off as well as the remaining business unit
("ringfencing")?
55% Clear communication report
52% Comprehensive planning of the target
business model
48% Strict secrecy / limitation of the group
of persons involved
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