During transformation projects, organizations are often faced with the decision to spin off individual business segments. Causes for a decision like this can be the focusing of the product portfolio and an associated adjustment or operational optimization, but also regulatory requirements, independence for an IPO or short-term liquidity procurement are starting positions for a carve-out.

Our approach

Situation

Situation

Focusing on the core business and thus spinning off peripheral activities is becoming increasingly important in today’s world. Nevertheless, unprofitable business units do not always necessarily have to be spun off. The spin-off of profitable units can also contribute to the overall success of a company. It is therefore always important to consider the scope of a carve-out process, which must be analyzed at an early stage and the overall framework of the carve-out defined in order to minimize the impact on regular business activities, identify potentials and synergies, and enable a smooth transition for the selling and buying organization.

Target

Target

Together with our clients, we aim to strengthen the respective client companies and increase their overall controllability.

We support spinning-off companies in making the right decisions around the spin-off and separation of business units. We assist with selection, analysis and evaluation processes and help with the simultaneous separation as well as reorganization of the organization, all processes, systems, and resources.

We help acquiring organizations to identify the best possible selection of target organizations to be integrated, including synergy effects, potentials as well as corporate risks and necessary restructuring measures, to be able to introduce these smoothly into the existing organizational structures and to use and realize potentials.

Solution

Solution

For organizations considering carve-outs, a smooth process and the continuation of business processes have the highest priority. ensign advisory supports this by analyzing which business units represent effective carve-out options, defining a clear carve-out objective and assessing the complexity of the process. We also assist in change management processes, identify and screen potential buyers, conduct due diligence, assist in negotiations, develop and finalize Transitional Service Agreements and subsequently prepare the closing documentation. In addition, we assist in ensuring that any affected business units continue to function after the spin-off.

We also support our clients in the acquisition of carve-out objects by acting as interim COO from the planning and conception stages to the actual roll-out and integration into existing organizational structures. We identify potential targets through market screening, assist in negotiations, identify synergies in workflows and systems as well as potential challenges and support the smooth running of the regular business. We also assist with site mergers and the subsequent integration and distribution of newly acquired resources.

Result

Result

Through our carve-out expertise on both the seller and buyer side, we support our clients in achieving their desired objective such as achieving higher profitability or competitiveness. We penetrate the interdependencies of the individual business units, set clear cuts, and follow a structured planning process. This supports having as little disruption as possible and allow the company to return to a new normality as quickly as possible, in which synergy effects can be fully exploited and costs can be saved. ensign advisory also supports in strategic planning and adhering to cost and schedule plans and thus ensuring the motivation of all affected employees through structure and communication.

Our core competencies

Increasing Profitability and/or Competitiveness

In today's world, companies are faced with the challenge of achieving more with less. We support our clients in setting up effective measures and concepts to improve their effectiveness, productivity, and competitiveness.

Refocusing on Core Competencies

In changing market environments, it is strategically important to make the own company fit for the future. Identifying core competencies and potentials to further develop them are challenges that we are happy to face together with our clients.

Strategic Optimization of Operational Activities

With innovative concepts and methods as well as comprehensive industry expertise and strategic benchmark analyses, we offer the necessary advice and support to bring about optimization in the context of operations. We identify the potential for improvement and exploit it together with our clients - goal-, result- and success-oriented!

Post-Merger Integration

After completion of the M&A transaction, a consistent and smooth integration of the acquired company into existing operations, structures and networks is indispensable to achieve strategic goals, to leverage the envisaged synergy potentials and to be able to devote oneself to the tasks of the core business again in a timely manner. We take over both the strategic planning and the organizational implementation of the integration process and provide our clients with the necessary structure and expertise to enable a conflict-free process.

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