BeBeez’s monthly column dedicated to carve-outs, in collaboration with Newport & Co.
Article published in BeBeez Magazine no. 45 of 26 September 2026
Spinning out of a large industrial group gives a company the opportunity to redefine its competitive positioning. But independence alone does not create value: it requires rethinking markets, customers, value proposition and investment priorities.
Non-core is a definition that describes the seller’s priorities, not the value of a business. It signals that an activity is no longer central to the group’s strategy, but it does not necessarily say anything about the quality of its products, the strength of its commercial relationships or its growth prospects. And yet that definition may have profoundly shaped its development for years.
Within a large industrial group, a division operates according to priorities that extend beyond its own perimeter. Resources are allocated on the basis of the needs of the overall portfolio, the markets to be served follow a centrally defined strategy, and investment opportunities are assessed also in relation to other activities. A division may be profitable and competitive, or not, without having the freedom to pursue every opportunity its market offers.
The carve-out breaks this condition. With the transfer to new ownership, the company gains the ability to define its own strategy autonomously. But freedom alone does not produce results. Across the seventeen carve-outs completed by our team in Europe, we have seen how easy it is to carry on operating according to the logic of the former parent company: the shareholder and the corporate structure change, while the commercial model, the product portfolio and the investment priorities remain substantially unchanged. The risk is ending up with a business doing exactly what it did before, but without the resources and economies of scale of the group.
The real challenge of a carve-out is not making a business independent, but using that independence to build a stronger competitive position.
The first step is to distinguish what the company has chosen from what it has inherited. A division may have favoured certain customers, given up entire geographies because they were already covered by other companies within the group, or neglected products and services that fell outside the multinational’s priorities. With independence, many of these constraints may fall away: previously inaccessible customers become potential commercial opportunities, markets considered marginal take on new relevance, and underused capabilities can become the foundation of a new value proposition.
Separation, however, also entails the loss of certain advantages: the parent company’s brand, its distribution network and its economies of scale. Repositioning therefore requires understanding which elements of the inherited model to preserve and which to move beyond, choosing precisely where to compete and how to differentiate.
A company with twenty million euros in revenues cannot replicate the positioning of a multi-billion multinational. It must concentrate capital and capabilities in the segments where it can build a distinctive position, often precisely those niches the group considered marginal. Greater autonomy can allow it to respond more quickly to customer needs, tailor its offering and develop products and services previously overlooked.
A question we frequently put to the management teams of our companies is a simple one: what would you do if this company had been born independent? The answers can challenge entrenched assumptions and reveal unexplored opportunities. It is on those answers that the new positioning, the commercial organisation and the business plan must be built.
The strategy, however, must be recognised by the market. Customers who were buying partly on the strength of the parent company’s reputation need to find new reasons to choose the business. Repositioning is therefore not a rebranding exercise: it requires a standalone value proposition, direct relationships with strategic customers and an organisation capable of delivering on the promises attached to the new identity. The same transformation must take place within management, which moves from executing priorities defined elsewhere to taking direct responsibility for strategic decisions and results.
A strategy is credible, moreover, to the extent that capital follows it. Investments must be directed towards the competitive position the company intends to build, rather than simply rebuilding the previous organisation on a smaller scale. Skills development, commercial expansion, innovation and bolt-on acquisitions must all answer to a coherent industrial design.
In this process, the ownership model plays an important role. Newport & Co is a perpetual compounder that acquires non-strategic activities from large groups in order to develop them as independent businesses over the long term. The absence of a predetermined exit horizon allows us to support management in projects whose benefits mature progressively, while maintaining rigorous discipline in capital allocation. Every investment must strengthen the competitive position, improve the quality of earnings and increase future reinvestment capacity.
For groups considering the disposal of a non-strategic activity, the choice of buyer therefore helps define not only the outcome of the transaction, but also the industrial future of the company and the prospects of the people, customers and capabilities built up over time.
Twelve months after closing, assessing success should not be limited to completing the separation or meeting budget. Management and shareholder should ask themselves whether the business has identified the markets in which to compete, built a recognisable value proposition and started investments consistent with its new positioning. Not every initiative will already have produced results, but the strategic direction must be clear.
The value of a carve-out does not lie simply in the ability to take decisions without the former parent company’s approval, but in the ability to make choices that would not previously have been possible, turning an activity no longer central to the group into a business with industrial ambitions of its own.
Tom Van der Haegen
Founder & ceo, Newport & Co spa Società Benefit
The month’s main carve-out news from around the world
A second investment for Newport & Co, the Italian permanent capital holding focused on European carve-outs and corporate divestitures, founded last year by Tom Van der Haegen with the backing of Texas-based fund Hampton River Partners, which specialises in incubating and investing in serial acquirer platforms. In early August Newport announced the acquisition of Health Care Group’s ReHa business unit, active in the end-to-end management of medical and orthopaedic aids (covering sanitisation, reconditioning, refurbishment, home delivery and rental), supplied mainly on behalf of Italy’s local health authorities (ASL) through public tenders (see another article by BeBeez). It is the holding’s second deal in less than a year of activity, after last year’s transaction on Prodotti Baumann srl, subsequently renamed ItaSprings, a carve-out from Swiss industrial group Baumann Federn AG (see another article by BeBeez).
In early September Nestlé reached an agreement to sell its mainstream vitamins, minerals and supplements (VMS) business, grouped under the so-called Holistic Health portfolio, to Yellow Wood Partners, a US private equity firm specialising in consumer brands, for one billion dollars, equivalent to around 800 million Swiss francs. The perimeter includes seven brands — Nature’s Bounty, Osteo Bi-Flex, Ester-C, Gard, Nuun, Puritan’s Pride and Sisu — as well as the US private label supplements business and the dedicated manufacturing, packaging, warehousing and distribution operations. A significant share of the brands now up for sale had joined the Swiss group only five years ago: in August 2021 Nestlé Health Science had completed the 5.75 billion dollar acquisition of the core assets of The Bountiful Company, at the time controlled by KKR. Read more
German private equity firm Aurelius has signed an agreement to acquire Hain International, that is, most of the UK, Ireland and European operations of Nasdaq-listed US group The Hain Celestial Group, in a corporate carve-out with an enterprise value in excess of 280 million euros. The transaction will create an independent European health and wellness food & beverage company, with around 600 million euros in annual revenues, 1,500 employees and seven production sites in the UK, Germany and Austria. The perimeter includes a fairly broad portfolio of brands: Ella’s Kitchen in baby food, Hartley’s, Sun-Pat, Robertson’s, Frank Cooper’s and Rose’s in jams and preserves, New Covent Garden Soup Co., Yorkshire Provender and Cully & Sully in soups, Joya, Natumi and Lima in plant-based drinks and Linda McCartney Foods in meat-free, alongside the desserts business (see here the press release).
French private equity fund Latour Capital has completed the carve-out of GTD Space & Security, until now controlled by Spanish technology group GTD, taking a majority stake and creating an independent company named Celeres (see here the press release). The seller, GTD, is reinvesting in the transaction, joining Latour Capital and management in the capital. Celeres starts out with around 30 million euros in revenues, 160 employees and operations in Spain, France, Germany and the UK. It will be led by Boris Symchowicz, appointed ceo after 22 years at Alstom, supported as deputy ceo by Marta Escudero, who has headed the development of the company’s space activities for more than thirty years. The deal is part of a broader reshaping of GTD’s perimeter: at the end of June the group had already sold Portel Logistics Technologies to Kalé Logistics Solutions, concluding an investment begun in 2013 with the purchase of 49% and raised to 100% in 2018 (see here the press release).
Cerberus Capital Management has agreed to acquire most of the Mechanical Engineering Division of UK-listed Goodwin. The perimeter being sold operates in aerospace & defence, nuclear, power and mining, and includes Goodwin Steel Castings, Goodwin International, Noreva, Easat Group and the Pumps Division. Ahead of closing, Goodwin will transfer the businesses and assets into a newco, of which Cerberus will acquire 100%. Refractory Engineering and the Technological Division will remain with Goodwin. The cash price amounts to around 1.1 billion pounds, plus a possible earn-out linked to certain litigation, with closing expected in the first quarter of 2027. The investment falls within Cerberus’s supply chain strategy launched in 2022; the Cerberus Supply Chain platform has made more than twenty-four investments in strategic sectors (see here the press release).
US-listed BWXT has agreed to sell its medical business — comprising BWXT Medical and Kinectrics’ stable medical isotopes activities — to Nordic Capital, for a total value of 800 million dollars. BWXT will reinvest, retaining a minority stake in the new independent company, which operates across the radiopharmaceuticals value chain, from isotope production to diagnostic and radiotherapy products, while BWXT will concentrate its capital on nuclear national security and commercial nuclear power (see here the press release). As for Nordic Capital, it has a long track record of successful investments in both pharmaceuticals and life sciences, and radiopharmaceuticals sit precisely at the intersection of the two.
Orlando Capital has signed the acquisition of Lowell Group’s operations in Germany, Austria and Switzerland, in a complex carve-out that will lead to the creation of an independent credit management platform for the DACH region. The perimeter covers more than 20 companies and spans the entire credit management value chain, from early-stage receivables management to third-party debt collection and the purchase and in-house management of loan portfolios. Clients include operators in the insurance, financial, telecommunications, e-commerce and retail sectors, with particular specialisation in financial services and insurance. The current platform is the result of a consolidation process begun in 2015, bringing together a number of established companies in German-speaking markets, some with histories spanning more than thirty years (see here the press release).
A consortium led by consumer private equity giant L Catterton, together with investment firm WndrCo, has completed the acquisition of a majority stake in Germany’s Hyrox, alongside founders Christian Toetzke and Moritz Fürste. The seller is sports marketing group Infront Sports & Media, reportedly at a valuation of around 600 million euros. Founded in Hamburg in 2017, Hyrox has developed a standardised fitness racing format combining running and functional training. Infront first invested in Hyrox in 2019 and became its majority shareholder in 2022, going on to support the format’s international expansion to more than 100 events in the 2025/26 season, with over 1.4 million participants and 1.5 million spectators worldwide. The exit allows Infront to monetise seven years of growth, while the new shareholder base is targeting a further phase of expansion (see here the press release).
Amberjack Capital Partners has completed the carve-out of PMV Automation from Flowserve Corporation, the NYSE-listed US group specialising in flow control and fluid motion systems. The acquisition was carried out by the fund together with industry veterans and managers Joseph Jobe and Micah Floyd, who will lead PMV through its new phase as an independent company. Flowserve’s SEC filing specifies that PMV Automation AB and PMV Automation US LLC, both wholly owned and part of the Flow Control Division, were sold for a cash consideration of 35 million dollars. The transaction turns PMV into a standalone operator with activities based mainly in Houston, Texas, and Solna, Sweden, serving the global market through a network of distributors and OEM partners. PMV manufactures control valve positioners, limit switches and other systems and accessories for valve automation, components that allow valves used in industrial processes to be positioned and monitored with precision (see here the press release).
