Sell side
Separation Management. Separate and hand over the IT cleanly.
Selling a business does not mean you are out straight away.
What is Separation Management?
When you sell a business unit, its IT has to be separated from yours. Often you keep running it for months after closing, for a fee and with fixed obligations under the TSA.
We plan the separation, describe the transitional services, prepare Day 1 and steer the transition until everything has been handed over to the new owner.
When Separation Management helps.
Systems, data and contracts are shared
What belongs to the unit being sold and what stays with you is not properly documented anywhere.
The buyer expects transitional services
Every service in the TSA needs a scope, a service level, a price and a clear end, or it turns into a point of dispute.
Costs stay with you after the sale
Contracts, licences and infrastructure do not shrink automatically with the revenue you hand over.
Our approach in four phases.
Phase 1
Plan the separation
- Goal
- You know what will be separated by closing and what will run through the TSA.
- What we do
- We record all shared systems, data, contracts and employees and agree with you where each of them goes.
- Outcome
- A separation concept with a timeline and one-off costs.
Phase 2
Define the transitional services
- Goal
- Every service you provide after closing is clearly described.
- What we do
- We describe each TSA service with scope, service level, price, term and exit, and clarify what you in turn need from the buyer (reverse TSA).
- Outcome
- A TSA service catalogue that both sides understand the same way.
Phase 3
Prepare Day 1
- Goal
- From Day 1, both companies keep working without interruption.
- What we do
- We separate access and data, test the cut-overs and organise cooperation through a clean team when buyer and seller are competitors.
- Outcome
- A Day 1 plan that works on the day.
Phase 4
Steer and end the transition
- Goal
- The TSA ends as agreed.
- What we do
- We steer the services together with the buyer, support data handover and shutdown, and wind down licences, contracts and infrastructure in parallel.
- Outcome
- An exit plan per service and a stranded cost analysis showing which IT costs remain with you.
What you get.
Effective steering
We steer with many years of experience and our own project method, which keeps progress visible at all times.
Critical cost review
We also check what contracts and systems will still cost you after the sale, and treat your money like our own.
Strong partner network
Nobody can do everything alone, so we bring in partners from our network for specialist topics, from infrastructure to security.
Duration and getting started.
Planning ideally starts before signing, at the latest once the perimeter is clear. A TSA usually runs for four to twelve months, longer where the IT is heavily intertwined.
Our mandate runs at least until the TSA exit. After that, we are happy to help you reduce the remaining costs.
The outcome.
A separation to plan, an unambiguous TSA and an orderly handover to the new owner. And you know exactly which IT costs remain with you and when they end.
The difference.
We also support carve-outs on the buy side. That is why we know what the other side will expect from you, and we prepare your separation for it before the TSA is negotiated.
Questions about Separation Management.
What are stranded costs?
Costs that remain with the seller after the sale because contracts, licences or infrastructure do not shrink with revenue. They are often 20 to 40 percent of the IT costs that were allocated to the divested business (BD Emerson). If you only start reducing them when the transitional services end, you often pay for a year or more for a business you no longer own.
What is a reverse TSA?
A reverse TSA covers services that you as the seller need from the buyer after closing, for example when a shared system stays with the business being sold. It is easily overlooked because everyone first looks at the services flowing the other way.
What is a clean team?
A small, ring-fenced group that is allowed to see sensitive information before closing, for example when buyer and seller are competitors. It lets you plan the separation without crossing the lines set by competition law.
Where we come in during the deal.
Milestone: Pre-deal
Milestone: Signing
Milestone: Closing
Milestone: Day 1
Milestone: TSA exit
TMI+, Buy side, View service
Mayday, On demand, View service
Talk to us about Separation Management.
Pragmatic. Precise. Effective.
Your first conversation is confidential, with Andreas or Michaela. We get back to you within one working day.