Buy Side Carve-outs
During Buy Side Carve-outs, FTI will…
- identify the IT components needed to stand-up a carved-out business, and help select the best solutions
- examine the degree of IT systems and data entanglement, and define the separation and TSA approach, elements, activities and timing
- quantify the one-time and run-rate IT costs necessary to stand-up and operate the business
- manage IT Carve-out programs, including TSA, internal and 3rd party/vendor resources

Our Expertise
We understand the concerns of Executives and have the skillsets and experience to manage the complexity of the Carve-out:

CONCERN
What technology assets will we get and need to support, what will we need to replace?

HOW WE CAN HELP
Technology Requirements and Assessment

CONCERN
How will we separate, stand up or integrate the acquisition? What is our end-state vision?

HOW WE CAN HELP
Target Operating Model Recommendations and Design

CONCERN
What support do we need during the transition, and for how long? Who will manage and provide the support? What is a fair price for the support?

HOW WE CAN HELP
TSA Development, Negotiation and/or Management

CONCERN
What do we need to do to
be ready for Day 1?

HOW WE CAN HELP
Day 1 Readiness and Planning

CONCERN
How do we replace excluded assets? What is our roadmap and costs to achieve desired end-state?

HOW WE CAN HELP
Solution and Vendor RFP’s, Scorecards, Selections and Negotiations, Roadmap and Budget Development

CONCERN
How do we complete the carve-out while also maintaining business as usual?

HOW WE CAN HELP
Separation Management Office Leadership and/or Support
What We Do
Business Applications Requirements
- Assessment of functional requirements with regards to included and excluded supporting applications (e.g. ERP, CRM, MRP, HRIS, EPM)
- Assessment of proprietary applications, interfaces, integrations and support requirements
- Solution, vendor, license and contract transition and novation, and/or replacement RFP’s, selections and negotiations
Target End-State Design and Plan
- End-state application architecture and infrastructure platforms
- End-state IT organization and vendor support
- Roadmap, phases, activities and resources required to achieve desired end-state
- One-time cost to achieve, and run-rate cost to operate
TSA Development and Management
- TSA operations and transition related requirements
- TSA resources, roles and responsibilities
- TSA durations, service levels, costs, governance and exit terms

Data Management and Governance
- Identification of transitioning master and transaction data by function and system, degree of entanglement, separation approach, impact and changes to reports
- Identification of data separation methods, timing (pre-close, day-1, post-close), ownership, validation, roles and responsibilities
- Rigorous, management of data separation and migration activities
Infrastructure
- Transfer, consolidate or acquire and stand-up: on-premise, hosted and/or cloud (IaaS) data centers, servers, telecom, domains, websites, e-mail and collaboration, active directory, licenses, services and support contracts
- Transfer desktops, laptops, mobile devices, peripherals and other end-user devices
- Transfer, consolidate or stand-up disaster recovery and security solution/services
Digital Operations
- Transfer, retrofit, consolidate or acquire and stand-up internal, customer and/or supplier digital and process automation solutions and/or services
Buy Side Carve-outs in Action:

SITUATION
A global media technology solutions provider was being carved-out from its parent company. FTI was engaged during the diligence phase to review technical setup, develop a cost model for separation, and develop a detailed project plan to assist with the separation exercise post-transaction.

OUR ROLE
FTI engaged with the parent company to setup a TSA by function and developed a transition plan to get off the TSA in coordination with functional standup within the carve-out company’s operations.

OUR IMPACT
FTI developed the template by which to separate each global location whereby organizing activities and reducing time required under TSA, on-boarded and managed vendors and partners, organized all IT separation activities, and acted as the interim CFO and CTO until the new company setup its management team under the CEO.
Contact Our Experts

John Stiffler
Senior Managing Director
Corporate Finance
- T: +1 415.283.4262
- F: +1 425.293.4496
- E: john.stiffler@fticonsulting.com

Gary Jacobs
Managing Director
Corporate Finance
- T: +1 914.260.2851
- F: +1 212.841.9350
- E: gary.jacobs@fticonsulting.com