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Carve-out, Day-1 and TSA services

Separation planning, Day-1 operating-model design, and TSA scope, economics and exit. Excluded Services scoped in diligence, stranded cost detected early, and an exit run on milestones rather than dates.

What we do

Separation without the standing start

A carve-out fails in the gap between the SPA and the operating reality of Day-1. We design the TSA to be exited, not extended: Excluded Services disciplined, Reverse TSAs scoped, stranded cost surfaced before it becomes a run-rate.

  • Day-1 operating model: designed from the same findings register that priced the deal, not rebuilt from scratch post-close.
  • TSA design: scope, economics, service levels and exit milestones, with Service Manager cover across every schedule.
  • Excluded Services: the discipline that keeps the TSA from silently absorbing the target operating model.
  • Stranded cost: detected and routed to the value plan, not discovered in year two.

What you get

  • A Day-1 plan that stands up in 12 weeks
  • 100% consents secured before close
  • TSA economics with a 10-20% saving against first draft
  • A milestone-based exit, typically around 18 months
  • One team from diligence through separation
€4.6m

Stranded TSA cost surfaced in one five-week diligence on a €500m target. The price was renegotiated before signing.Source: RCK engagement records, anonymised at client request.

Our approach

Signing to Day-1, on one register

The findings that priced the deal become the separation plan. No handover, no reinterpretation.

01

Scope

Excluded Services and Reverse TSA scoped during diligence, so the SPA and TSA are drafted from evidence rather than templates.

02

Stand up

Day-1 operating model, consents, and cutover cadence, run by the same associates who carried the diligence register.

03

Exit

Milestone-based TSA exit with stranded cost tracked to zero, typically inside 18 months.

In their words

What clients say

It was a pleasure to work with the RCK Managing Partner. Besides being a brilliant negotiator, he is highly skilled in financial analysis and emotional intelligence.

Valorisation & Strategic Business Manager, IRTA

Questions, answered

Frequently asked questions

When should carve-out planning start?

In diligence. Excluded Services, Reverse TSAs and stranded cost are all cheaper to fix before signing, when they are still negotiation levers. If the deal has already signed, the priority is Day-1 readiness and TSA economics.

What does Day-1 readiness actually cover?

People, systems, consents, contracts, data and the operating cadence: everything the business needs to trade safely on the first morning under new ownership. We stand this up in around 12 weeks on a standard separation.

How do you keep TSA costs down?

By designing the TSA to be exited. Scope is disciplined by Excluded Services, economics are benchmarked, service levels are tied to exit milestones, and a Service Manager owns every schedule. That combination typically saves 10 to 20% against the first draft.

Do you run Reverse TSAs?

Yes. Where the seller needs services back from the carved-out business, we scope and price the Reverse TSA in the same discipline, so it does not become an open-ended dependency.

Scope your engagement

Tell us the deal or the programme, and we will size a partner-led team to it and mobilise within 48 to 72 hours.