Divestitures remain firmly on the corporate agenda: 46% of U.S. CEOs plan divestments to release capital, reduce complexity and sharpen strategic focus, according to an EY report in June. The broader deal environment has also strengthened. In August, EY raised its 2026 U.S. M&A deal-volume growth forecast from 8% to 15%.
For CFOs considering a carve-out, real estate deserves attention early in the process. A separation may involve dozens of leases, owned facilities, shared services, landlord approvals, and technology dependencies that can lead to stranded costs if not managed properly.
46%
of U.S. CEOs Plan Divestments
EY-Parthenon, June 2026
+15%
M&A Activity Growth Forecast
EY-Parthenon, August 2026
7 Tips to Prepare Your Real Estate for Separation
- Start with the facts. Site information may be spread across systems and the sources may not agree. Validate the critical data first, beginning with high-cost and operationally important locations.
- Classify every site. As a planning framework, assign each location to one of four categories: 1) Transfer to CarveCo. 2) Keep with RemainCo. 3) Share it. 4) Dispose of it.
- Map shared dependencies. A facility assigned to one company may still support both, including IT networks, security, utilities, management contracts, and other services. Identify what requires disentanglement and when.
- Define the transition model as well as the TSA. A transition services agreement establishes what CarveCo receives, for how long and at what price. It does not necessarily tell RemainCo how to deliver those services. The support that CarveCo needs may vary by buyer type and capabilities. Financial buyers often require broader transitional support than strategic buyers.
- Identify landlord-consent requirements early. Begin outreach as soon as the deal process permits. Many commercial lease assignments require landlord consent. Those negotiations may take longer than the deal team expects. Where permitted, transitional license or occupancy agreements may be needed when assignments cannot be completed by deal close.
- Build a separation roadmap that encourages alignment. A carve-out can bring together multiple groups with diverging priorities. Establish decision owners, dependencies, deadlines and escalation paths early so that each function does not optimize for itself at the expense of the transaction.
- Protect RemainCo from stranded costs. If CarveCo quickly exits shared space or changes its requirements after close, the seller may be left paying for space or services that it no longer needs. Identify those exposures before signing and address them through the transaction and transition agreements.
Key Takeaway
Real estate can require more time than other deal activities. CFOs considering portfolio realignment should establish the real estate workstream early and begin resolving long-lead issues before they become deal constraints or stranded costs.
A Few Questions to Consider
- Who owns the risk if CarveCo exits shared space sooner than expected?
- If the deal closed tomorrow, could every critical location operate on Day 1?
- Did you price the deal before you fully understood the real estate liabilities?
