Brand portfolio exit strategy: sale, closure, merger
Logic of choice: three scenarios and when each works
The mistake of most decision-making matrices is that they only look at finances: ROI, margin, cash flow. That is not enough. Research by Gerrit H. van Bruggen (2014), analyzing 205 divestment announcements in food & beverage, revealed a phenomenon worth remembering: divesting local and regional brands from non-core business almost always creates value, while divesting global brands mostly destroys it. This is called the "brand divestment paradox," and it explains why Unilever's strategy of getting rid of 150+ brands brought the company not growth but a loss of market share: the knife fell on brands with real global potential that simply did not fit into current reporting.
Hence the practical rule: before choosing an exit instrument, determine not only the brand's financial health but also its geographic and strategic scale.
| Criterion | Sale | Closure | Merger |
|---|---|---|---|
| There is a buyer for whom the brand is core | Yes, a mandatory condition | Not required | Not required |
| Market share / loyal audience | Medium-high | Low or toxic | Average, but insufficient for independent growth |
| Legal complexity | High (due diligence, contracts) | Medium (liquidation, taxes) | High (asset integration) |
| Risk of value destruction | High if synergies are misjudged | Minimal — the value is already almost zero | Medium — depends on brand compatibility |
Error matrix: sold what couldn't be sold, and held what should have been sold
In practice, two mirror failures are encountered. The first one is to sell a brand that was undervalued precisely by the current owner but could have flourished under another. A classic example of the opposite — Heinz sold StarKist for 1,8 billion dollars in 2002 year: the brand led the market, but in the value segment, incompatible with Heinz's premiumization strategy. Del Monte, having bought StarKist, launched the Tuna Creations line and achieved margin 20%+ — something that simply wasn't possible for the previous owner due to portfolio conflict. This is an example of correct application of the 'best owner' principle: one should sell not a weak brand, but a brand that is stronger in other hands.
The second failure is to hold a loss-making brand for years because management is afraid of investor reaction or is attached to the company's history. Sharpurvi Shah (2015) found: in 35–50% of cases, companies retain obviously weak brands not for financial logic, but out of fear of losing the shareholder base or provoking a negative consumer reaction. This is not a calculation error — it is an organizational barrier that is hardly written about in consulting reviews.
An alternative to exit: repositioning the category
Sometimes the right decision is not to sell or close, but to change the category in which the brand competes. Nestlé developed the Buitoni brand as part of its portfolio of ready-made meals (prepared dishes), however, the exact margin after repositioning is not confirmed in available sources. This should be kept in mind as a third option: before launching the exit procedure, check whether repositioning might solve the problem.
How to evaluate the brand value and synergies for the buyer
The basic method of brand evaluation in a sale — Method Royalty Relief (MRR): the price is calculated as projected revenue multiplied by the market royalty rate and by (1 minus tax), divided by the discount rate. The resulting multiplier usually fluctuates from 1 to 5 times annual profits depending on the brand strength — recognizability, audience loyalty, trademark protection.
It is necessary to separately calculate synergies for the buyer — it is precisely these that often explain the difference between the seller's 'fair' price and what the market is willing to pay:
- operational synergies — shared logistics, production, procurement;
- Distributive — access to customer channels that were not available to the seller;
- Category — as in the case of StarKist, the opportunity to reposition the brand in a more marginally profitable segment;
- Tax and structural — optimization through the buyer's jurisdiction.
A seller who does not account for the buyer's synergy separately usually sells cheaper than they could — because they trade from their own P&L, not from the value that the asset will create in someone else's hands.
Exit tools: when something works
Full sale is suitable when there is a specific strategic buyer. Spin-off is when the brand is operationally self-sufficient, but negatively affects the parent company's valuation on the stock exchange. Carve-out is an intermediate option: the separation of a business unit with partial retention of links, usually prior to a subsequent sale. Merging several weak brands into one is effective when each individually lacks sufficient scale, but together they cover the competitive landscape and reduce marketing and logistics costs.
In the case of serial divestiture, the risk is not in the deals themselves, but in their sequence. Deloitte and Bain have found: 60% of companies that divest multiple times lose 15–30% of potential value precisely due to lack of coordination — they sell brands in the wrong order, break synergies between remaining assets, and lose negotiating position.
Practice 2025–2026: why companies divest during a crisis, not according to plan
In Russia in 2025–2026, several major brands have ceased operations: Etam, Incity and Madame Coco are leaving or have left the market; overall, experts estimate that 400–500 stores were closed in 2025 year due to falling purchasing power and rising operational costs. The reasons are typical: declining purchasing power, rising rental rates and credit burden, and audience migration to marketplaces. The key issue is not the closures themselves, but their timeline: decisions were made not at the portfolio planning stage, but already in the crisis, when opportunities for controlled sale or merger were missed and only closing with maximum losses remained.
An illustrative example of effective exit at the brink of a crisis is Cracker Barrel, which in 2026 sold Maple Street Biscuit Company, acquired in 2019 for 36 million dollars and generating less than 2% of revenue. At the same time, the company conducted a sale-leaseback of real estate, receiving 77 million dollars in net proceeds, which allowed it to improve its annual forecast. The difference from Russian cases is that the decision was made in advance, not under the pressure of declining turnover.
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