The Role of External Advisors in a Non-Core Disposal

Unlocking value from non-core assets

Non-core disposals are often underestimated. While they may not grab headlines like major acquisitions or full company sales, they play a vital strategic role — helping groups refocus, release capital, and reduce operational complexity.

But executing a successful non-core disposal isn’t always straightforward. It requires careful planning, clear positioning, and — critically — the right advisory support.

At Divestable.com, we specialise in the sale of non-core subsidiaries, divisions, and business units. Here’s why external advisors can make all the difference.

Why external support matters

Unlike a full business sale, a non-core disposal often involves internal complications: cross-charged services, shared management, or embedded systems. Untangling these elements requires skill and sensitivity. Independent advisers provide:

• Objectivity on sale readiness and value

• External credibility with buyers

• Sector-specific insight and buyer networks

• Deal experience to avoid value erosion

• Project management support through complex carve-outs

Internal teams may have deep operational knowledge, but they rarely have the transactional experience needed to manage a disposal effectively from end to end.

Key advisor roles in a non-core disposal

Strategic adviser or M&A lead

Defines objectives, scopes the disposal, assesses value, and runs the process. Often acts as the link between the board, internal team, and potential buyers.

Financial adviser or accountant

Prepares clean financials for the business unit being sold — ideally presenting standalone P&L, balance sheet, and working capital analysis to support valuation and buyer confidence.

Legal adviser

Drafts and negotiates legal documentation, including sale and purchase agreements, transitional services agreements (TSAs), and handles legal separation issues.

Tax adviser

Assesses tax implications of the transaction — including intra-group transfers, capital gains, VAT treatment, and any restructuring requirements.

HR and employment adviser

Supports TUPE transfers, employee consultations, and separation planning where staff are moving to the buyer.

IT and systems specialist

Assists with system separation, data management, and transitional support agreements to maintain continuity post-sale.

The power of a well-structured team

The best results come when external advisers work alongside internal management — combining deep knowledge of the business with transactional expertise. This partnership ensures that:

• The deal stays on track

• Value is protected through clear separation planning

• Buy-side concerns are anticipated and addressed

• The transaction aligns with wider strategic and operational goals

Avoiding common pitfalls

Without external guidance, non-core disposals can stall or collapse due to:

• Incomplete or unclear financial disclosures

• Poor buyer positioning or limited marketing

• Legal or compliance issues discovered too late

• Unclear governance or decision-making

• Failure to manage staff transitions or service agreements

By involving experienced advisers early, these risks can be minimised — and the deal stands a much better chance of delivering strategic and financial value.

Selling the right part, the right way

A non-core disposal isn’t just about “getting rid” of a division. It’s about releasing value, strengthening focus, and ensuring the business — and its people — move forward with clarity.

At Divestable.com, we help corporates, groups, and shareholders plan and execute non-core disposals with discretion, professionalism, and precision. Our team works hand-in-hand with external advisers and internal stakeholders to deliver the right outcome.

If you're considering divesting a non-core asset or division, get in touch to explore your options.