Making Transactions Executable

Three points in a transaction where the operational answer arrives too late to be useful: before signing, through planning, and across the TSA period. Each workflow runs the same way, from the deal inputs available at that stage through to a deliverable the transaction can be governed against. Senior specialists direct the work, review every output and own the result.

1. Pre-Sign Execution Review

   Input

   Draft SPA and transitional services terms, proposed perimeter, entity and product footprint, application and data landscape, current control environment.

   AI agents

   Mapping deal clauses to the operational obligations they create; projecting the TSA schedule the perimeter implies; testing where regulatory and control continuity breaks at separation.

   Processing

   Execution risk register → stranded cost and dependency exposure → mitigations costed and assigned → position for negotiation.

   Output

   An execution risk assessment the deal team can act on: what the perimeter will cost to separate, which risks belong in price, warranties or conditions precedent, and which need a mitigation owner before signing.

2. Separation & Integration Planning

   Input

   Signed terms and agreed perimeter, target operating model, TSA service schedules, functional and technology dependency inventories.

   AI agents

   Tracing dependencies across entities, applications and data; sequencing work into cutover windows the business can absorb; deriving what has to be true on Day 1; mapping data lineage through migration.

   Processing

   Dependency map → sequenced separation plan → Day 1 readiness criteria by function → migration and cutover approach.

   Output

   A plan the transaction can be run against: what stands up on Day 1, what runs on a TSA and for how long, what has to be built to exit each service, and the migration sequence with lineage tracked field by field.

3. TSA Tracking & Exit

   Input

   Executed service schedules and charges, exit criteria, extension terms and reverse TSAs, standalone build progress by function.

   AI agents

   Testing which services can exit and which are held up by a dependency elsewhere; projecting exit dates against the standalone build; flagging scope and charges drifting beyond the schedule; verifying the receiving controls before an exit is signed off.

   Processing

   Service register → exit sequence by dependency → extension and stranded cost exposure → position for the Steering Committee.

   Output

   A TSA exit plan with a gate per service: what has to be operational to exit it, who owns that, what an extension costs if the date moves, and evidence of control transfer at closure.