M&A Foundations · glossary
A pre-sale reorganisation that moves a business down into a new subsidiary, so that the subsidiary's shares can be sold. It packages part of a group into one clean company. Chapter 4
Explained in Chapter 4, Structuring the Deal and the Group, of M&A Foundations.
A hive-down is the mirror image: the business being sold is transferred down into a clean, newly incorporated subsidiary — a NewCo — and the buyer then buys the shares of NewCo. Hive-downs are the classic answer when a seller is disposing of a division that has never had its own corporate box. They are also the answer when a seller wants legacy liabilities to stay behind in the old company rather than travel with the business.Read Chapter 4, Structuring the Deal and the Group →
Every chapter of M&A Foundations is free to read, including the full training share purchase agreement.
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