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build-up o carve-out

Build-up or Carve-out? Key Considerations for Choosing the Best Business Growth Strategy

By Leticia Claramunt Julián, M&A expert lawyer with over 10 years of experience and more than 60 transactions advised.

In the business world, growth is one of the most important pillars for any company. When planning their expansion, companies must consider various strategies that allow them to achieve their objectives effectively and efficiently. Among these strategies, two of the most prominent are the build-up and the carve-out. But what does each of these strategies entail, and how do you choose the most suitable one for your situation? Below, we break down and detail the concepts and key points to help you make the best decision.

A build-up involves the acquisition of several smaller companies, whether competitors or complementary businesses, within a set period of time, with the aim of consolidating the market and achieving synergies. This strategy is common in fragmented industries, where the acquisition process can offer significant advantages, such as increasing market share, reducing costs through economies of scale, and gaining access to new geographic markets or customer segments.

The success of a build-up strategy depends on several factors, such as the ability to integrate the acquired companies, the efficient management of resources, and adapting to new corporate cultures. Companies that choose this strategy must be prepared to face challenges such as integrating technological systems, unifying operational processes, and aligning teams and business cultures.

On the other hand, a carve-out is a strategy in which a company decides to sell part of its business, whether it’s a business branch or a subsidiary. This strategy can be a powerful tool for divesting units that the company no longer wishes to develop and focusing on the desired business, or disposing of assets that do not generate sufficient value. A carve-out can be executed through a direct sale to another company or a spin-off.

Carve-outs are particularly useful in situations where a business unit does not align with the company’s overall strategy or is not meeting expected performance. By divesting these assets, the company can reallocate resources to more strategic and potentially more profitable areas.

Factors to Consider When Choosing Between Build-up and Carve-out

The decision to opt for a build-up or carve-out strategy should be based on a thorough analysis of the company’s situation, its long-term goals, and market conditions. Here are some key factors to consider:

Strategic Objectives: Is the company looking to grow by expanding into new markets or increasing its market share? In this case, a build-up might be appropriate. On the other hand, if the company needs to refocus on its core business or free up resources, a carve-out might be the best option.

Financial Capacity: Build-ups require significant investment, so it is crucial to assess the company’s financial capacity. A carve-out, on the other hand, can generate immediate cash flow that can be used for other strategic investments.

Risk and Complexity: A build-up involves risks associated with the integration of multiple companies, including cultural and management challenges. A carve-out, while also potentially complex, generally involves less risk, as it entails transferring part of the business.

Market Conditions: It is essential to consider market conditions and the competitive environment. In consolidating markets, a build-up can offer significant advantages. In more stable or declining markets, a carve-out might free up valuable resources for the company.

Corporate Culture and Human Resources: Integrating different corporate cultures can be one of the biggest challenges in a build-up strategy. On the other hand, a carve-out can have significant implications for the employees of the divested unit, which also needs to be managed carefully.

Conclusion

Choosing between a build-up and a carve-out is not a decision that should be taken lightly. Each strategy has its advantages and challenges, and the right choice will depend on the strategic objectives, financial situation, and particular circumstances of each company. It is essential to have a team of M&A experts who can guide the process and ensure that the chosen strategy aligns with the company’s long-term goals.

If you liked this article, you may also find it interesting to read the following one:

Mergers and Acquisitions (M&A): Strategies for success in a dynamic marketplace

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