Carve-out

A carve-out is the separation and sale of a business unit, subsidiary or product line from a parent company, either through a partial sale to a third party or a listing on a stock exchange. It is distinct from a spin-off (where shares are distributed to existing shareholders) and a split-off. Carve-outs are complex transactions requiring the disaggregation of shared services, intercompany agreements, IT systems and HR structures. In business valuation, the standalone financials of the carved-out entity must be reconstructed, accounting for the cost of services previously provided by the parent.

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Example: a Swiss industrial conglomerate carves out its logistics division (CHF 45.0 million revenue, 12% EBITDA margin) to a strategic buyer for CHF 38.0 million. Hectelion constructs the standalone financial statements of the division, identifying CHF 2.8 million of shared corporate costs that must be replaced post-carve-out — reducing the normalised EBITDA to CHF 2.6 million and the standalone valuation basis accordingly.

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Hectelion specialises in carve-out valuations, standalone financial reconstruction and transaction advisory for complex corporate separations.