Certified Separation, Carve-Out and Divestment Expert

SCDE

Inhouse

Available as a tailored training, benefit from:

The SCDE training covers the entire divestment life cycle, from analyzing key business drivers and structuring the Transition Services Agreement to executing and implementing separations. It is available to take inhouse.

Internationally recognized designations
Copies of certifications, presentations & materials
1-year IMAA charter-holding membership
1-year access to the entire IMAA eLibrary
Global network of charterholders and experts

PARTICIPANT TESTIMONIALS

Mastering Divestments/Separations in M&A: Strategies, Planning, and Execution

Module 1: M&A Essentials

Deal types: What are the different types of transactions that you can use in M&A? There is a whole range of deal types and deal continuum that we look at, e.g. the full spectrum from minority stakes to full acquisitions, various ways to arrange a merger, leveraged buy outs (LBOs), initial public offerings (IPOs), divestitures, spin-offs, equity carve-outs-
M&A Process: The program covers both perspectives from a buyer’s perspective (buy side) and from a seller’s perspective (sell-side). We explore how to seek buyers or potential targets (long list & short list) and how to run a sale in various ways (negotiations and auctions).
Strategies for M&A: We dive into the strategies for Mergers & Acquisitions. How can you create competitive advantage through M&A, divestitures and equity alliance?
M&A Negotiation: How can you prepare for the negotiation phase? What are ways to arrange a value creating deal?
Introduction to Due Diligence: How do you prepare for and execute a smart Due Diligence to assure value creation? What are the different areas that can be covered in the Due Diligence process?
Success Factors in Transactions: We explore the success factors and key challenges and mistakes to avoid. Which M&A tactics work in which industries?
Takeover Strategies and Defence Tactics: How can you prepare your company against a hostile takeover attempt and reduce potential threats? Which are the defence mechanisms that you can put into place and how affective are they? Which ways exist to acquire a business successfully in a hostile way

Module 2: Separation Strategy

Strategic Importance of Divestments in Business – Why Divest?
Portfolio Management
Understanding Divestments: Definitions and Types

Equity Carve Outs
Complete Full Sale
Spin-Offs

Case Study Examples of All Deal Types
Reviewing the Entire Divestment Lifecycle
Developing a Divestment Strategy
Identifying non-core business units

Module 3: Separation Planning

Preparing a Business for Sale: Key Steps to Optimise Value
Identifying Value Drivers
How to Value a Company/Business Unit for Sale
How to prepare and execute the Sell-Side Due Diligence Admin (e.g., Working with Data Rooms and Information Requests)
Communicating Across the Sale Process
The Role of External Advisors
The Role and Set-up of the Separation Management Office (SMO)
Building a Divestment Playbook: Key Elements
Marketing a Company/Business Unit for Sale
Teaser and CIM Development
Identifying Potential Buyers

Module 4: Separation Execution

Legal Documents

NDAs
Letter of Intent – Key Considerations
SPA – Key Considerations (Including Reps, Warranties, and Indemnities)

Legal and HR Issues

Identifying Legal Issues Associated with Divestments
HR Activities Required During a Divestment
Minimising Employee Disruptions: Best Practices
Addressing People Issues During Divestments

Financial and Accounting Issues

Key Financial and Accounting Issues in the Sell-Side Process
Financial Reporting and Compliance

Transition Services Agreements (TSA)

Overview of TSAs and Structuring
Managing TSA: Challenges and Solutions
Negotiating TSAs
Change Management Considerations

Optimisation Strategies

Rebranding Problems and Solutions
Disentangling IT and Highly Integrated Shared Services
Challenges from the Buy-Side

Learning Outcomes:

Participants in this course will:

Recognise the different transaction types to structure divestments.
Specify the steps required to divest a company/business unit.
Recognise the responsibilities of the separation management office.
Understand the key accounting issues associated with a divestment.
Specify the human resources activities required during a divestment.
Identify the legal issues associated with a divestment.
Recognise the rebranding problems that may be encountered in a divestment.
Identify the methods used to minimise business and employee disruptions during a divestment.

MEET OUR FACULTY

Our growing faculty of more than 60 professors represent a diverse group of professionals, coming from over 20 countries; they work as corporate executives, entrepreneurs, researchers, consultants and professors. Their expertise makes them subject matter experts, groundbreaking researchers, and award-winning authors.

This intersection of practical industry insight, theoretical knowledge, and passion for teaching that our faculty brings to each training strikes at the heart of what IMAA seeks to be.

Experts and Faculty

David Olsson

Faculty

Martin Howard

Faculty

Tom Allen

Faculty

Gregg Clark

Faculty

PREREQUISITE

Hold an academic degree (e.g. PhD, JD, DBA, MBA or Bachelor Degree); and/or hold one or more professional designations (such as CPA, CFA, CAIA or equivalent)

Who Participates

While you will meet an international mix of participants from various industries, the Mergers and Acquisitions program is designed for mid-management to senior executives in the C-Suite, directors of public and private companies, board leaders, and heads of strategy and corporate development. It is also geared toward advisers, investment bankers, transactional lawyers, and private equity investors. Individuals and teams are welcome to attend.

Get Personalized Insights

Let’s talk about your goals and explore how we can help. No pressure, just valuable insights. Discover how professionals and organizations have leveraged our expertise to achieve real results – improving governance, streamlining processes, enhancing their skills, and ultimately driving transaction success. Get personalized insights how you can do the same!

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