Whether structured as a strategic sale, private equity carve-out, spin-off, or joint venture contribution, divestitures are among the most operationally demanding transactions a company can undertake. For boards, they raise a distinct set of oversight questions: Is the strategic rationale sound, and is the timing right? Has management realistically scoped the transaction perimeter, entanglements, and stranded costs? Is the organization prepared to execute without losing momentum in the retained business? Missteps in planning and execution can delay closing, inflate costs, and erode the value the separation was meant to unlock — and directors are increasingly expected to see those risks coming.
Join Jeffrey Greene, Managing Director in the Deal Services practice at RSM US LLP, and Paul Clancy, Chair of the Board at Sionna Therapeutics, Finance and Audit Committee Chair at Incyte, and former Chief Financial Officer of Biogen and Alexion, for a candid discussion of what effective board oversight of divestitures looks like in practice. Drawing on decades of experience advising on, leading, and overseeing complex transactions, they will explore the decisions that matter most, the questions directors should be asking at each stage, and the warning signs that a separation is going off track. This program is complimentary to members and nonmembers, presented in partnership with RSM US LLP.
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Learning Objectives:
- Evaluate the strategic rationale, timing, and structural alternatives for a proposed divestiture.
- Identify the perimeter, entanglement, and separation-scope decisions that most frequently create execution risk.
- Assess management's plans for standalone readiness, transition services agreements (TSAs), and stranded cost remediation.
- Recognize early indicators of closing delays, value leakage, and disruption to core operations, and identify governance practices that support effective board oversight.
Who Should Attend:
- Directors and board members overseeing, or anticipating, a divestiture, carve-out, spin-off, or joint venture transaction
- Audit, Finance, and Strategy/M&A committee members
- Executives who support board reporting on separation readiness and deal execution
Practitioner Perspective
Hear directly from a deal advisor and a veteran board director on what oversight looks like in practice.
A Stage-by-Stage Playbook
Learn the specific questions to ask management at each phase of a divestiture.
Early Warning Signs
Recognize the red flags that signal a separation is losing momentum or value.