Advisory across all aspects of Carve-Outs
There are countless obstacles to overcome on the way to a successful carve-out. Particularly when it comes to selling business units or divisions which are not separate legal entities and where the links to the group of companies to which they belong are considered significant through the use of various shared services functions, high demands are placed on the planning and implementation of each carve-out phase.
- In the preparation phase it is important to define those businesses to be sold off when establishing a new group structure while ensuring the tax interests of the group are optimized. Often, the first contact with potential buyers takes place during this phase.
- The actual carve-out phase focuses on defining the relevant assets and liabilities while ensuring identification of the nature and extent of the group’s interdependence is in the foreground. In order for the business being sold to support itself, new processes for HR related issues, IT-infrastructure and reporting purposes are required to be established in most cases. These organizational challenges in addition to the day-to-day operations are not to be an underestimated challenge!
- In parallel, the negotiation phase is characterized by the disclosure of details to potential purchasers. Generally speaking, where there is a sale of unincorporated parts of a company, no historical financial data exists and as such needs to be recreated which is a complicated process. Significant care needs to be given in order to determine all the factors affecting the purchase price.
- The focus of the Closing/Post-Closing Phase is on the preparation of the Closing Financials and the correct mapping of transactions in the accounting system. Depending on the configuration of the purchase price mechanism, complex negotiations with the purchaser can damage their own processes.
With a wealth of experience arising from numerous carve-out transactions, PKF Munich will support you in overcoming these challenges and offering customized solutions to suit your needs. Through our international network, we are connected to corporate finance experts around the world ensuring we can meet your cross-border requirements.
Due to our experience and know-how in Carve-Out transaction support PKF Munich has been chosen as the winner of the 2018 Corporate INTL Magazine Global Award in the category Carve-Out support.
Our Keys to Success:
- Holistic pragmatic approach – support for all stages
- We toughen up the team, so that after the divestment external support is obsolete
- Introducing know-how for company formation and the necessary setup for successful management of the combined entity (group structure)
- Introduction of different perspectives from strategic and financial investors on the business being sold (the Business Case).
- Meeting deadlines as a prerequisite
- Collection of reliable, audit-proof data