When to Spin Out a New Product or Venture: A Guide for Australian Founders and Boards

23 Feb 2025

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When to Spin Out a New Product or Venture: A Guide for Australian Founders and Boards

Many Australian companies reach a point where a new product or innovation grows beyond the core business. When this happens leaders often consider a spin out. A spin out creates a separate entity to develop commercialise or scale a new idea. Spin outs can accelerate growth reduce risk and attract capital that would not be available within the main business.

However timing and execution are critical. A spin out made too early or without structure can fail. A spin out made too late can miss market opportunity. Founder intuition is helpful but boards need a structured decision process.

1. Signs a Spin Out May Be Needed

Several conditions signal that a spin out could be the right move. These include:

  • The new product has a different customer segment

  • The business model does not align with the core business

  • The new idea distracts from the main operation

  • External capital is needed but the parent company does not want dilution

  • There are regulatory or compliance differences

  • Talent for the new venture differs from the main business

Boards should assess these factors through data and customer insight rather than assumptions.

2. Strategic Purpose of a Spin Out

Spin outs should exist for strategic reasons. Common objectives include:

  • Faster time to market

  • Attraction of specialist investors

  • Protection of brand or reputation

  • Increased focus

  • Separation of risk

  • Commercialisation of intellectual property

Boards should ensure that purpose is clear before approving any structural changes.

3. When Not to Spin Out

Spin outs are not always the right path. They should be avoided when:

  • The product is too early or unproven

  • The team is not ready

  • The market is unclear

  • There is insufficient capital

  • The parent business still requires integrated capabilities

Spin outs require momentum. Without it they create complexity without benefit.

4. Governance and Structure

A spin out needs the right structure from day one. Key considerations include:

  • Shareholding and ownership

  • Licensing of intellectual property

  • Board composition

  • Reporting cadence

  • Funding requirements

  • Commercial agreements with the parent company

Boards play a crucial role in designing a structure that protects both entities.

5. Capital and Funding Strategy

Many spin outs exist because they need capital that would not typically be deployed inside the main business. Boards should ensure that the spin out has a clear capital plan that includes:

  • Funding requirements

  • Use of funds

  • Milestones

  • Expected returns

  • Future investment rounds

Investors will want clarity on how the spin out generates value independently.

6. Talent and Leadership

A successful spin out requires strong leadership. This may involve moving existing leaders into the new venture or hiring externally. The team should have the courage to move fast and the discipline to operate with limited resources.

Boards should assess whether leadership capability is ready for the challenge. A spin out with weak leadership rarely succeeds.

7. Execution and Transition

The transition from idea to independent venture must be managed carefully. This includes:

  • Transferring intellectual property

  • Setting up operations

  • Managing staff changes

  • Creating legal and financial systems

  • Establishing go to market strategy

Clear communication between both entities reduces confusion and protects productivity.

Conclusion

Spin outs can accelerate growth for Australian companies and create new commercial opportunities. Boards and founders should treat spin outs as strategic decisions rather than reactive choices. With the right timing structure and leadership spin outs can unlock significant value.
If you are considering a spin out or new venture you can contact us for a consultation to design a structure that supports long term success.