A carve-out can be extremely complex, depending on the degree of integration of the business to be divested. There are therefore numerous organisational, legal, technical and financial issues that need to be considered for a successful execution of the separation.
Our specialised team draws on extensive experience and provides you with support at all stages of your carve-out to help you achieve your business goals.
Many companies divest business units in order to focus on their core business, increase their profitability or meet regulatory requirements. The complexity of a carve-out is determined by the degree of integration of the business to be divested. The challenges involve organisational, legal, technical and financial structures. Various questions emerge: How many assets, contracts and employees does the transaction involve? Where are there (operational) overlaps in the group of companies (shared services)? How should the area to be carved out be set up? What taxes will be triggered? What stand-alone and stranded costs will be incurred? And what support will the previous parent company provide to ensure that the business operations of the carve-out entity will continue smoothly during and after the transaction (transition service agreements)? In additional to the various operational topics above, accounting plays an important role here. Which financial information of the carve-out entity must the company provide? Can the unit to be divested be presented as if it had operated independently in the past? And does this representation meet the regulatory requirements or the requirements of the acquirer?
Our team will support you from conceptual planning through the project management office to the successful operational implementation of carve-outs – regardless of whether you are on the buy- or sell-side. Are you a seller? Then at the beginning of the sales process we jointly define the separation principles, identify carve-out issues and possible potential for value creation. The stand-alone design of the future stand-alone company as well as the financial data and tax implications are based on this. The implementation of the Day 1 concept ensures that the business model works at the time of closing. We will also assist you in the preparation of the financial information for the entity to be divested. This includes the analysis of regulatory requirements and the presentation of financial statements in accordance with IFRS, US GAAP or Chinese GAAP, as well as the data extraction, preparation and analysis of the divested business.
Or are you a buyer? In that case, we check the stand-alone capability of the acquisition target, determine value levers and validate the stand-alone financial ratios as well as the tax implications.
Fast-track to optimised enterprise value. Our motto is: your deal is our deal. Working together, we will design the right deal for you, even in turbulent times.
Our experts have decades of experience in national and cross-border carve-out projects. As a PwC client, you benefit from expedited transaction support combined with a high level of deal security. Our proven methods and modern deal analytics solutions help you optimise the value of your company.
Partner, Leader Financial Services Deals, PwC Switzerland
Tel: +41 79 598 71 83
Partner, Deals Strategy & Operations Leader, PwC Switzerland
Tel: +41 58 792 14 23
Partner, Investor Reporting and ESG Leader, PwC Switzerland
Tel: +41 58 792 25 37