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July 2026·Market Insights

The divestiture shelf: carve-outs are quietly the market's best-prepared sellers.

Folklore says corporate castoffs trade at a discount. Across 140 divestitures in our universe, disclosed carve-outs clear a median 12.2x — nearly three turns over founder sales — and their share of deal flow doubled in 2024. The premium is preparation, not provenance. Two charts.

Griffin Advisory Group

When a corporation sells a division, the folklore says buyers should smell distress — stranded costs, orphaned assets, a seller who wants out. The folklore predicts a discount. Across 140 divestitures in our universe, the discount does not exist. The visible carve-out clears a premium.

Three turns over the founder sale

On disclosed deals, corporate divestitures clear a median 12.2x EBITDA against 9.4x for founder and strategic M&A — nearly three turns higher. The gap holds inside healthcare, where divestitures clear 12.9x against 9.8x for founder sales, on 25 and 151 disclosed deals respectively. It is not a profitability story: median EBITDA margins are effectively identical, 15% for divestitures against 16% for founder sales, so the premium is not buying better economics.

There is one confound worth conceding outright. Divestitures are bigger — a median $41.2M of deal value against $21.6M for founder sales, and $37.0M of target revenue against $14.1M — and size and preparation travel together. And the buyers differ in kind: corporate divestitures are bought overwhelmingly by strategics, not sponsors, with almost no repeat acquirer across the set. What the divestiture is not is cheap.

Grouped bars comparing corporate divestitures with founder or strategic M&A. All sectors: divestiture 12.2x (n=29) versus founder 9.4x (n=183). Healthcare only: divestiture 12.9x (n=25) versus founder 9.8x (n=151). Median EBITDA margins are effectively identical at 15% versus 16%.
The carve-out premium survives the sector control.
The shelf is getting busier

The carve-out is also becoming a larger share of the market. Divestitures ran between 6% and 11% of universe deal flow from 2020 through 2023, then jumped to 16% in 2024 — thirty deals, the peak year — and a partial 2026 is already tracking 17%. Corporations are pruning portfolios into the strong multiple environment that followed the 2023 trough. For a seller, the read-through is competitive: more carve-outs means more prepared, well-run assets chasing the same strategic buyers.

Combination chart of divestiture deal flow by year. Columns show divestiture count — 13, 24, 20, 19, 30 in 2024, 17, and 11 in a partial 2026. The overlaid line shows divestitures as a share of all universe deals: 11%, 6%, 7%, 9%, 16% in 2024, 8%, and 17% in partial 2026.
2024 was the shelf-clearing year; 2026 is tracking the same share on a partial year.
The premium is preparation, not provenance

What a corporate seller does by default is what a private seller almost never does: define a clean perimeter, produce audited carve-out financials, run a banked process with a board that will not anchor to a founder's number, and negotiate without the emotional discount that comes from selling something you built. Every one of those is available to a private seller. Almost none adopt them, which is the real subject of the companion argument we have made about what institutional preparation looks like for a family-owned business. The honest caveat is the one that governs the whole universe: only 29 of the 140 divestitures disclose a multiple, and disclosure leans expensive. But the direction is not subtle, and the mechanism — preparation, not provenance — is one a founder can copy.