The election of Donald Trump will herald a substantial shift in philosophy at the Federal Trade Commission (FTC), primarily in the form of a more relaxed attitude toward large acquisitions. In contrast, the Lina Khan-led FTC adopted a notoriously skeptical stance toward corporate mergers perceived as reducing market competition. The incoming administration’s outlook will reshape the corporate restructuring landscape.

In the immediate term, however, reshaping large public companies will continue to be accomplished through corporate spins and IPOs of the resulting NewCos. Why, you might ask? Because the turn-times for large M&A transactions have ballooned to well over 15 months. Consider this: in 2017, it took less than three months for Amazon to clear its acquisition of Whole Foods. In 2024, the e-commerce behemoth gave up on acquiring Roomba after 15 months of hurdling roadblocks, and the deal was only one-eighth the size. The complexity of executing M&A transactions suggests, at least through the first half of 2025, corporate spin-offs will be the preferred mechanism for realizing shareholder value rather than mega-mergers reminiscent of the first Trump administration.

All the above notwithstanding, the risks of an unsuccessful divestiture are high. Despite best efforts, only 50% of companies pursuing a separation fail to create any new shareholder value two years down the road, and 25% destroy a significant amount of shareholder value in the process.

For Chief Marketing Officers, spin-offs introduce their own unique brand management challenges and opportunities. This spin trend is driven by a range of factors, including the need to counter the “conglomerate discount,” enhance shareholder value by creating more focused entities, improve strategic clarity and operational efficiency, and circumvent regulatory obstacles.

Understanding these drivers is essential for CMOs to align brand strategy with business strategy. However, unlike acquisitions, spin-offs often require building new marketing organizations from the ground up. Meaning marketers must fill the following vacancies:

  • Establish new functional areas for customer, investor, and employee relations.
  • Create governance infrastructures for managing diverse stakeholder needs.
  • Develop brand strategies that support and distinguish the newly independent entity.

Ensuring a successful outcome calls for a strategic marketing approach, which includes attention paid to several board-level priorities:

  1. Leadership & Accountability: Clarify ownership of brand strategy and governance.
  2. Investment Requirements: Secure the necessary funding for brand transition and support.
  3. Strategic Brand Value: Quantify and protect brand equity throughout the separation process, projecting its growth over three to five years.
  4. Customer Relationship Management: Maintain vital customer relationships with a comprehensive communications program.
  5. Legal & Contractual Protection: Safeguard brand IP and manage shared brand assets.
  6. Risk Management: Identify and mitigate brand-related risks, including potential competitive responses.
  7. Cultural Impact: Establish behavioral values that directly impact economic success. Foster employee advocacy for the brand.

One more feature of spins – different financial approaches to the transaction will impact brand ownership and usage. These require corresponding structural differences to brand and key trademark management. Specifically drawing on insights from our vast experience at Siegel+Gale, the below is just a few variations we’ve seen.

  1. Complete Brand Separation: Creating a new brand identity while relaunching the parent brand (e.g., 3 M’s spin-off of Solventum)
  2. Heritage Brand Sharing: Leveraging the parent company’s brand equity through trademark sharing (e.g., HP, HP Inc. and HPE)
  3. Brand Retention with Modifier: Adding descriptors to differentiate (e.g., Underwriters Laboratories creating UL Research Institutes, UL Standards and Engagement and UL Solutions).

Critical First Actions for Success

If you’re in a position right now to get started or anticipate a spin-off coming in 2025, there are five critical first steps to prioritize when getting started:

  1. Conduct a comprehensive brand equity audit
  2. Determine your brand architecture strategy
  3. Secure intellectual property and document brand guidelines
  4. Develop a robust stakeholder communication plan
  5. Identify and prepare for potential risks

For CMOs, navigating a corporate spin-off involves more than just preserving brand equity. It also entails creating entirely new brand ecosystems. This requires a delicate balance of strategic vision, operational excellence and stakeholder management.

By focusing on these key areas and applying proven strategies, CMOs have the power to ensure a corporate spin-off results in brand growth and substantial value creation. Remember, you are pivotal in ensuring the newly independent entity emerges with a strong, differentiated brand identity that resonates with all stakeholders.

 

Howard Belk is CEO of global brand strategy and design firm Siegel+Gale. Since 1969, Siegel+Gale has championed simplicity for leading corporations, nonprofits and government organizations worldwide.