Non-core disposal processes

The successful sale of non-core businesses, divisions or assets can be a major challenge for companies seeking to enhance shareholder value by rationalising business activities, recycling capital into new or core businesses, and freeing management time and resource. Such processes require a focussed, experienced and dedicated resource to expedite a transaction and deliver optimal terms (both from a value and legal perspective).

Well-organised and competitive disposal processes, involving multiple interested parties, can be time and judgement intensive, raising a number of complex issues on which a vendor will need expert and experienced advice:

	•	What level of preparation/structuring is required to ensure the optimal outcome?
	•	Is the business readily separable and are key transitional services available?
	•	How is an offer from the incumbent management team best handled?
	•	How can key individuals be retained and motivated during a process?
	•	How can the business be protected when a logical buyer is a key competitor?
	•	How can confidentiality be managed and maintained?
	•	What are the implications of pension schemes and current levels of pension scheme funding?

Gazelle offers clients high quality independent and bespoke advice on structuring, planning and implementing disposals and disposal programmes, and is able to commit the necessary resource to ensure that full value is delivered.

We can take responsibility for co-ordinating all aspects of a transaction from initial preparation and marketing through to negotiation and execution, whilst always keeping our clients abreast of status and involved at the key decision points. Our fees are success driven, thereby aligning our interests in maximising value for the business.

In evaluating a potential non-core disposal, Gazelle can offer clients a strategic review of the business and provide an independent view on appropriate exit options, their financial implications and optimal timing considerations. We have extensive experience in running competitive auction processes and unilateral negotiations, although our approach is tailored to the situation and we have equal experience of running fast targeted processes and dual track processes with the public markets as a competing exit route. In all cases, we will discuss the interplay between value maximisation, speed of execution and certainty of transaction delivery based on our client’s objectives.

In addition, Gazelle has a strong track record of achieving exits for businesses with limited interested parties, for businesses with high customer or supplier dependencies, where previous disposal processes have failed, or where the business is loss-making or impaired. In this regard, we have a strong network of contacts and can frequently identify a less obvious interested party, whether based in the UK or internationally.