A divestiture can be a long, costly, one-time event with the potential of substantially changing the sellers future operations. Done well, it can deliver significant value in terms of lower costs and greater operating efficiencies. On the other hand, there’s also risk of lower future earnings through poor decision making and execution. It is therefore imperative that the divestiture is executed with both agility and tight management disciplines.
Program Management is a well-recognized discipline supported by a body of knowledge, qualifications and professional career structures. It’s connected with the process of managing several related projects aimed at delivering a common set of objectives and benefits.
Executive sponsor, separation manager and deal team
Meeting Agenda, Whiteboard, Strategy Documents
Spend one day or more to prepare materials for a two hour play.
The divestiture needs to be organized and run using sound programme management principles. Kickoff should take place as soon as (a) the formal decision to divest has been made; (b) the governance structure has been established; (c) key programme resources assigned.
The kickoff session is much like a rallying session before the big game. It’s the first opportunity to get all of a team's members together to ensure that everyone is on the same page about their roles and responsibilities with the divestiture. Much like any kind of rallying session, it’s a time to gain enthusiasm, discuss expectations and key principles. The session also should have the C-level staff and stakeholders who are important to the project physically present and not dialling in.
The Separation Manager needs to define boundaries to the divestiture; what is in scope and more importantly, what’s out of scope. There can be a tendency for other initiatives to be piled on and be part of the overall divestiture process. This can dilute focus, reduce transaction speed and add cost. The Separation Manager must, therefore, be strict in managing a scope that is specific to the sale of the business.
Requirements can be defined from the operating model analysis and design. It can also be shaped through sessions with executive sponsor, stakeholders and the team. At the same time, expectations, or rather ‘what success looks like’ also should be clarified as these will help define the guiding principles for the divestiture.
Pull together the key risks etc. that could impact the divestiture and the parent overall and assemble a RAID log. The RAID Log (Risks, Assumptions, Issues, Decisions required) provides an organized and strategic approach to the divestiture. The Separation Management Office (SMO) would take over the RAID log once it’s been setup.
The roadmap should be a high-level, easy-to-understand, one-page view of the divestiture. It needs to show the key transactional steps and the major initiatives required to carve out and sell the business.
This is a significant communication tool and is used to set expectations, coordinate effort and sharpen focus on the work ahead.
It’s important to understand the one-time costs for end-to-end execution of the transaction. A top-down budget by function (Legal, Finance, IT, HR, etc.) is estimated based on prior experience and assumptions made. It’s important that external labour costs and transaction fees are captured. If a cost-centre can be created in the general ledger, then this will help in calculating the costs for disposal and tax impacts.
It’s important to identify the correct team structure with leadership, accountability and decision making authority to accelerate the divestiture execution.
The process for defining the governance structure is in xxx. Workstream leads should be identified based on experience, subject matter expertise and availability. If these roles are part-time, then it must be agreed upfront, how much time is required. If people stop performing tasks and miss meetings, it sends a message that the divestiture is a lower priority to other work. Where resources are particularly scarce, then external contractors with the relevant skills should be brought in to fill the shortfall.
Request each of the workstream leads to prepare a scope document defining their work, risks, issues and activities. This document represents a commitment from the team, terms of reference and a personal expression of the work that will be undertaken. Each workstream lead is encouraged to prepare and present to other workstream leads in workshop sessions.
The Separation manager should assemble the scope document and use it to receive formal approval and funding for the divestiture. This document then becomes terms of reference for the divestiture explaining the ‘what, why, who, how and when’.
Before any divestiture, management needs to get an upfront assessment of their current resources. An organizational readiness assessment is a formal analysis and measurement of the seller’s ability to undertake such a major initiative.