The Divestiture Option

The book will focus on the practical application of best practices employed in the divestiture process. Its process orientation will present a structured approach that emphasizes disciplined execution, and the text will be supplemented by illustrative documents and application aids that will be able to be adapted for use in actual transactions. The chapters are as follows: (1) Introduction, (2) Pre-divestiture Issues and Considerations, (3) Divestiture Planning, (4) Transaction Preparation, (5) Disentanglement: The Separation of the Seller from the Business Being Divested, (6) Management of th.

An in-depth guide to divestiture for financial and corporate planning executives, this volume offers comprehensive information about divestiture strategies, the rationale for divestiture, the effects on employees and other corporate stakeholders, and the internal management problems that can accompany divestiture proposal and implementation. In addition, the author offers full coverage of the various divestiture techniques including direct sale, spin-offs, employee stock option plans, and leveraged buy-outs. Schmidt demonstrates that divestiture is often the best solution for a corporation faced with the need to raise cash, dispose of properties that do not fit with the firm's overall strategic plan, or remain competitive in today's global markets. This volume offers an in-depth guide to one technique-- divestiture--which is increasingly a component of financial restructuring plans. Written for the financial and corporate planning executives who must recommend or direct divestiture operations, the book offers comprehensive information about divestiture strategies, the rationale for divestiture, the effects on employees and other corporate stakeholders, and the internal management problems that can accompany divestiture proposal and implementation. In addition, the author offers full coverage of the various divestiture techniques including direct sale, spin-offs, Employee Stock Option Plans (ESOPs) and Leveraged Buy-Outs (LBOs). Schmidt demonstrates that divestiture is often the best solution for a corporation faced with the need to raise cash, dispose of properties that do not fit with the firm's overall strategic plan or show unsatisfactory returns, or remain competitive in today's global markets. His book will be an important resource for anyone involved in the divestiture decisionmaking process. Schmidt begins by tracing the major acquisition and divestiture activity of the past 30 years. He identifies the business environmental changes and regulatory actions that have fueled the current high level of divestiture activity, examines the political environment of divestiture, and explores the relationship between international expansion and divestiture. Turning to a discussion of the divestiture decision itself, Schmidt addresses such issues as divestiture segment valuation, the effects of divestiture on resources, the managerial implications and the psychological effects of divestiture. Subsequent chapters analyze the considerations that must be taken into account in any divestiture decision and present specific divestiture techniques. In his concluding chapter, Schmidt looks at future trends in corporate divestiture.

My dissertation examines firm divestitures and their relationship with the business and geographic scope of the firm under buoyant and hostile economic environments. In order to accomplish this task, I have collected information on various kinds of divestitures undertaken by a panel of large European publicly listed firms. The three essays aim to contribute to the broader literature on divestitures as well as the work on the divestitures-diversification relationship (Bergh, 1997) and its contingencies.Essay 1: Downsizing and Downscoping divestituresPast research generally suggests that divestitures are aimed at reducing excessive diversification. This view, however, overlooks the fact that not all divestitures result in refocusing. Indeed, many divestitures are motivated by the existence of over-capacity within the firm. In addition, while prior research has generally found that divestitures improve performance by reducing excessive diversification, more recent research has argued and shown that during an economic downturn, more diversified firms tend to outperform their focused counterparts. Changing economic conditions thus appear as a suitable context in which to study the mechanisms through which divestitures can create value. This paper examines how, under different environmental conditions, firms are more prone to undertake either downscoping (divestitures leading to a reduction in business scope) or downsizing (divestitures that only reduce firm size without affecting business scope) divestitures, as well as the performance impact of either type of divestiture. I find that firms are less likely to undertake downscoping divestitures during an economic downturn whereas they are more likely to undertake downsizing divestitures. This paper provides a boundary condition to the argument that firms primarily divest to reduce diversification and depicts the key role of downsizing divestitures in a firm's corporate strategy.Essay 2: Foreign divestitures and Economic Crisis: Evidence from EuropeThe second chapter focuses on the international dimension of divestitures. Extant work has narrowly defined foreign divestitures as the divestment of a subsidiary. The theoretical mechanisms driving foreign divestitures as well as the effect of these global strategic moves are contingent on the scope and size of the foreign divestiture. Real options theory has shown that foreign divestitures afford greater strategic flexibility to the firm by switching operations. However, we still do not know much about the timing of these options as well as the boundary conditions of this argument. This study examines the conditions under which firms are more inclined to exercise the option to abandon a geographic market as compared to the option to switch operations by merely selling off foreign assets while maintaining a geographic presence. This study contributes to the literature on foreign divestitures and real options perspective.Essay 3: Divestitures, dynamic capabilities, and resource redeploymentThe third essay attempts to shed light on the idea that divestitures provide dynamic capabilities to the firm. Extant research has argued that divestitures provide capabilities to grow and reconfigure the organization. However, not much is known about the conditions in which divestitures are more likely to enable dynamic capabilities. Furthermore, there is very little understanding of the impact of dynamic capabilities provided by divestitures on firm value creation. This study focuses on the cost of assets being sold relative to their market value as a conceptually relevant contingency that impacts the likelihood of firm divestitures. The article puts forth the concept of divestment potential to specify firm-level conditions when divestitures would arguably create greater shareholder value.

Scholars in strategy and entrepreneurship have discussed the benefits and difficulties of keeping ventures inside the firm versus separating them through divestitures and the balance between control and autonomy. Using an in-depth analysis of cases of partial divestitures, this study examines the organizational arrangement that arises from divestitures with a retained parent-unit relationship. The emerging framework connects the parent-unit relationship and its modifications along the divestiture's objective - specifically, the exploration carried out by the unit. Partial divestitures are designed as real options, for firms to manage corporate venturing, taking advantage of the flexibility that such arrangement may grant.

The world of M&A has always been complex and nuanced. Corporations encounter their toughest business problems during a divestiture or a merger. At the same time, optimal execution of divestitures can also create high value for the seller as well as the buyer. This book is a collection of leading practices on Divestitures and covers end to end transaction life cycle from readiness through execution including post deal transformation. It contains the synthesis of experiences across a wide array of clients across industries, ranging from $500 million to $100 billion in revenue. Each chapter in this book can stand on its own as an authority on leading practices related to the topic it presents, and together, these chapters provide a comprehensive set of perspectives needed to successfully complete a divestiture. The highlight of the book is valuable real-life examples and references that a business can benefit from, when it is considering, analyzing or implementing a divestiture.

Finance is an inescapable part of American life. From how one pursues an education, buys a home, runs a business, or saves for retirement, finance orders the lives of ordinary Americans. And as finance continues to expand, inequality soars. In Divested, Ken-Hou Lin and Megan Tobias Neely demonstrate why widening inequality cannot be understood without examining the rise of big finance. The growth of the financial sector has dramatically transformed the American economy by redistributing resources from workers and families into the hands of owners, executives, and financial professionals. The average American is now divested from a world driven by the maximization of financial profit. Lin and Neely provide systematic evidence to document how the ascendance of finance on Wall Street, Main Street, and among households is a fundamental cause of economic inequality. They argue that finance has reshaped the economy in three important ways. First, the financial sector extracts resources from the economy at large without providing economic benefits to those outside the financial services industry. Second, firms in other economic sectors have become increasingly involved in lending and investing, which weakens the demand for labor and the bargaining power of workers. And third, the escalating consumption of financial products by households shifts risks and uncertainties once shouldered by unions, corporations, and governments onto families. A clear, comprehensive, and convincing account of the forces driving economic inequality in America, Divested warns us that the most damaging consequence of the expanding financial system is not simply recurrent financial crises but a widening social divide between the have and have-nots.

Examines the ways in which real options theory can contribute to strategic management. This volume offers conceptual pieces that trace out pathways for the theory to move forward and presents research on the implications of real options for strategic investment, organization, and firm performance.

This volume examines the differences between resource sharing and resource redeployment, and the subsequent effects on firm value creation and industry evolution.

Today's corporate deal makers face a conundrum: Though 70% of major acquisitions fail, it's nearly impossible to build a world-class company without doing deals. In Mastering the Merger, David Harding and Sam Rovit argue that a laserlike focus on just four key imperatives--before executives finalize the deal--can dramatically improve the odds of M&A success. Based on more than 30 years of in-the-trenches work on thousands of deals across a range of industries--and supplemented by extensive Bain & Co. research--Harding and Rovit reveal that the best M&A performers channel their efforts into (1) targeting deals that advance the core business; (2) determining which deals to close and when to walk away; (3) identifying where to integrate--and where not to; and (4) developing contingency plans for when deals inevitably stray. Top deal makers also favor a succession of smaller deals over complex "megamergers"--and essentially institutionalize a success formula over time. Helping executives zero in on what matters most in the complex world of M&A, Mastering the Merger offers a blueprint for the decisions and strategies that will beat the odds.

Large, diversified firms face unique challenges as they compete worldwide, and corporate restructuring is one way multinationals strive for competitive advantage. Weighing the pros and cons of a variety of approaches to restructuring, Downscoping offers executives a clear, strategic path through the maze. The authors show that when a multinational conglomerate fails to compete effectively, too much diversification may be the culprit. Whether the result of weak corporate governance or poor corporate strategy, over-diversification can make managers, unfamiliar with some of the markets in which they compete, opt for safety over innovation. This risk-aversion and lack of long-range commitment to innovation lead inevitably to stagnation over the longer term. The answer is not downsizing--closing offices and laying off personnel--but downscoping: a strategic approach to restructuring. The options include incentive and compensation adjustments for executives, leveraged buy-outs and capital structure changes, focusing on core skills, diversifying internationally while focusing on businesses in which a firm has strong competencies, and buying and selling mature businesses where product development is not a great concern. Regardless of the approach, executives must exercise strategic leadership during and after restructuring, including providing strategic direction, exploiting core competencies, developing human capital, and sustaining the corporate culture. Based on systematic research rather than casual observation, Downscoping provides a strong description of restructuring alternatives and their resulting tradeoffs. Its specific guidelines for maintaining competitiveness will be essential reading for managers involved in corporate restructuring.