- AdvisorySell-side M&AMost of the price is set before a buyer sees the book.Buy-side M&AAcquisitions built on discipline, not deal fever.Special situationsWhen the situation is the problem, process is the answer.Debt advisoryA financing is decided before the first lender call.Equity capitalEquity is the most expensive capital you will raise.DivestituresSelling a piece is harder than selling the whole.MethodThe nine phases and ten workstreams.
- Investments
- Growth Consulting
Selling a piece is harder than selling the whole.
A whole-company sale has one set of financials and one perimeter. A carve-out has neither until somebody builds them — and that work decides whether a buyer can underwrite what they are buying, and what you are left with.
What the mandate covers.
Six problems a whole-company sale does not have, and the work each one requires before a process can credibly launch.
Four things that govern the work.
Not house preference. These are the conclusions the evidence supports, and they decide what happens in the weeks that actually move the number.
Separation before sale
The perimeter is the first negotiation and it happens internally. A process launched before the perimeter is settled renegotiates itself in diligence.
Stranded costs are real
Whatever the unit was carrying does not disappear when it leaves. Modelling the remaining business honestly is part of the mandate, not an afterthought.
Carve-out financials get rebuilt
Every buyer rebuilds the pro-forma. Building it properly first is the difference between a bridge they accept and one they use to reprice.
Consents are a timeline
Contracts, licences, and permits requiring counterparty consent decide the calendar. They are identified in week one or they surface in week twenty.
How the mandate runs.
Every engagement runs the same nine phases. Below is how they compress for this mandate.
Separation design
What is in scope, what is not, and what is disputed.
- Perimeter definition, including the contested items
- Entanglement map across operations, systems, and contracts
- People and key-person plan on both sides of the line
- Regulatory permissions and transferability review
Standalone readiness
The business a buyer is actually acquiring.
- Standalone cost base and pro-forma earnings bridge
- Carve-out financials prepared to diligence standard
- TSA scope, pricing, and duration
- Stranded-cost analysis for the remaining business
Process
The sale, run once the thing being sold exists on paper.
- Buyer universe built for the asset, not the parent
- Separation story documented for diligence
- Bids compared including TSA and transition terms
- Signing to close with separation milestones tracked
MORR Capital is a division of MORR Group. Nothing on this page is an offer to sell or a solicitation of an offer to buy any security, nor is it investment, legal, tax, or accounting advice. No communication through this page creates an advisory or fiduciary relationship.
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