By Seres Baum For conglomerate boards and corporate decision-makers, divesting a non-core division, subsidiary, or regional business unit is one of the most effective ways to liberate capital and refocus enterprise strategy. However, carving out an integrated business unit is exponentially more complex than selling a standalone company. When a corporate asset has operated inside a shared infrastructure for years, its operational DNA is intertwined with the parent company. From shared ERP instances and centralized treasury pools to integrated compliance protocols and localized supply chains, disentanglement is a structural minefield. If the operational carve-out is poorly architected, both the divested [...]

By Seres Baum In corporate transactions, most business leaders operate under the assumption that due diligence is solely the buyer’s responsibility. Executive teams spend months preparing glossy pitch decks and EBITDA forecasts, only to watch transaction value collapse during formal confirmatory due diligence. When an acquiring entity or private equity sponsor uncovers unmapped tax liabilities, messy corporate records, or unresolved employee litigations, they do not simply walk away—they renegotiate. They demand aggressive valuation haircuts, extensive escrow holdbacks, or expansive indemnity clauses that tie up founder and shareholder capital for years post-close. For business decision-makers, proactive sell-side due diligence is not [...]