Carve-outs can be extremely complex, depending on the extent to which the affected business area is embedded. That’s why there are many organisational, legal, tax, technical and financial questions that need to be considered in order to successfully conduct a carve-out.
Our specialised team has decades of experience and supports you in every phase of your carve-out to make sure your company achieves its goals.
The decision by many companies to divest an area of their business is often driven by the desire to refocus the attention to the core business and to increase profitability, or meet regulatory requirements. The complexity of the carve-out depends on how deeply the business area is integrated into the rest of the company. Challenges can arise related to organisational, legal, tax, technical and financial structures: How many assets, contracts and employees will the transaction involve? How does the business area fit into the group company? How should the divested company be set up? What are the tax implications? Which one-off and recurring costs are expected? What support will the parent company provide to make sure the divested business area is able to continue to operate smoothly during the transaction (Transition Service Agreements)? Accounting practices also play an important role: What financial information about the divested company has to be made available? Is it possible to present the divested company in a way that shows that it has operated as a stand-alone business in the past? And does this presentation meet regulatory requirements – or the buyer’s expectations?
Our team supports you from initial planning through to project management and successful operating implementation of your carve-out – whether you’re the seller or the buyer. If you’re the seller, we’ll support you in setting out the separation principles at the beginning of the divestment process, and identify carve-out issues and potential added value. The stand-alone concept for the divested business area will be based on these factors, as well as the relevant financial data and tax implications. The implementation of the Day-1 concept will make sure the business model is able to function as soon as the deal is closed. We also support you in preparing financial information on the divested business area. This includes analysing the regulatory requirements and the presentation of the deal in line with IFRS, US GAAP or Chinese GAAP, as well as extracting, processing and analysing data about the business area. If you’re the buyer, we’ll review the acquired business area’s ability to function as a stand-alone, while also identifying value levers, and validating the relevant financial figures and tax implications.
The fast route to optimise company value. We believe your deal is our deal. Together, we will make your deal a success – even in times of great change.
Our experts have decades of experience with national and international carve-out projects. PwC’s clients benefit from a fast and secure approach to transactions. With our renowned methods, as well as our modern data and analytics solutions, we make sure you optimise your company’s value.