How to carefully sell a non-core activity — while creating both calmness and value

Separate first, sell second

The pharmacy relied on systems, processes and contracts that were closely connected to the parent organisation.

Think of:

• employee deployment and HR structures;
• healthcare contracts and supply agreements;
• IT systems, reimbursement processes and compliance;
• links with primary care processes.

There was another factor: the activity was regulated. Continuity for patients and employees was therefore not a nice-to-have, but a hard requirement.

Tristan Arkesteijn of Het Strategiekantoor managed the entire process, from the strategic assessment through to the sale.

The first step was to get a number of key questions clear:

• What is the service area?
• What does the customer structure look like, and how stable is it?
• Which contracts, obligations and risks are relevant?
• How dependent is the unit on the parent organisation?
• And which legal, financial and operational structure is required for it to operate independently?

A buyer does not want to buy a puzzle

Based on this analysis, the carve-out plan was developed.

We created a standalone financial proposition and an operational blueprint showing how the business unit could function independently. We also prepared the information memorandum and investor profile, as well as the due diligence process: data room, Q&A process and risk file.

The negotiations with interested buyers were also managed.

Throughout the process, we worked closely with finance, legal advisers, healthcare purchasers and the primary care operation.

The challenge was to do two things at the same time: organise the separation carefully internally while keeping the sales process as lean and understandable as possible for bidders.

After all, a buyer does not want to spend weeks reconstructing how a business unit works.

Staying calm in the process creates value

Within a few months, there was a robust sales dossier in place.

Employees knew where they stood. Supply-chain partners and health insurers were involved in good time. And interested buyers were able to arrive at a well-founded bid quickly.

The outcome:

• a carefully structured sale that was operationally executable from day one;
• continuity of care and contractual obligations without interruption;
• support within the organisation and among external stakeholders;
• and a buyer that fitted the people, the vision and the stage the business unit was in.

The healthcare institution could then once again focus fully on its core task. The divested unit found a new home, with room for further growth.

For us, it does not stop after the PowerPoint

A carve-out is not a strategy project that ends with a recommendation. The analysis matters. But ultimately, the value lies in execution: separating, structuring, aligning, negotiating and making sure the deal actually works. That is where Het Strategiekantoor’s way of working fits well. No handover once things become complicated. No layers of overhead. No loss of knowledge between strategy and execution. You work with the same compact, experienced team from start to finish, all the way through to closing the deal.

The strategic rigour of a top-tier firm, combined with the agility and pragmatism that a complex carve-out requires.