Carve-Out Intelligence

Planning to separate a business?
The boundary between what goes and what stays is harder to define than it looks.

Carve-Out Intelligence is a structured separation readiness assessment for sellers, parent companies, and PE exits, built on the same four-stage analytical pipeline as Integration Intelligence, written entirely from the seller's perspective.

Pre-close

Assessment before the buyer arrives, fast enough and early enough to change outcomes

One week

From documents landing to board ready output

Seller side

Every risk, cost, and recommendation framed from the seller's perspective

A different kind of risk

Six things that make a carve out different from an integration

The tools buyers use to assess integration readiness don't translate to the seller's side. Carve-Out Intelligence was built from scratch around the five structural differences that shape every disposal.

01

The perimeter is drawn, not given

Acquiring a business means acquiring a legal entity. Separating one means drawing a boundary across legal entities, assets, contracts, technology, data, and people. That boundary is rarely clear at the start; perimeter ambiguity is the single most common reason carve outs underdeliver or get repriced in due diligence.

02

Two stories, not one

Every carve out has two businesses that need a credible standalone narrative: the one leaving and the one left behind. RemainCo capability erosion is one of the most underestimated risks in any disposal; the hidden dependencies, informal knowledge, and customer relationships that quietly go with the business.

03

Day 1 is a hard deadline

In an integration, Day 1 is the start of the programme. In a carve out, it is the programme. Everything the separated business needs to operate must exist at close, with no post close build window, no parent to fall back on, and no scope for a phased handover the buyer has not already agreed to in the TSA.

04

Three cost categories, routinely underestimated

Dissynergies, one-time separation costs, and stranded costs sit in structurally different parts of the P&L and are routinely confused with each other. Getting them wrong affects the proceeds, the buyer's confidence in the numbers, and the seller's negotiating position.

05

TSA design and exit are as consequential as the deal

Transitional Service Agreements are consequential. Duration, scope, and exit credibility are among the most consequential decisions in a carve out; a TSA that runs too long erodes CarvedCo independence; one that runs too short collapses at exit. The exit plan matters as much as the agreement itself.

06

The buyer will find what you haven't

Every gap in your separation story is a repricing opportunity in due diligence. Carve-Out Intelligence works the way a rigorous buyer would, systematically across the same dimensions they will interrogate, so the gaps surface before the process does.

The pipeline

Same rigour as Integration Intelligence. Built for the seller's side.

Carve-Out Intelligence runs the same four-stage analytical pipeline, Intake through to Output, with a library, failure patterns, and advisory output written entirely around carve-out and separation dynamics.

Stage 01 · Intake

Document extraction

Deal documents, separation feasibility studies, TSA drafts, and carve out financials are processed into a structured risk signal payload. Whatever you have, we work with it.

Stage 02 · Engine

Pattern matching

Eight archetypes and 24 failure patterns are evaluated against your deal. Compound risk states, where two patterns compound rather than simply add, are identified separately.

Stage 03 · Advisory

Seller side analysis

Two outputs: a Strategic Risk Assessment (O1) for the board, and an Execution Blueprint (O2) for the programme team. Both are written from the seller's perspective throughout, framing risk as the seller's execution risk.

Stage 04 · Output

Board report and brief

A board level report and a management brief, typically within a week of documents landing. The portal surfaces the five questions the board should be asking before the deal moves forward.

Who we work with

If you are planning a separation, Carve-Out Intelligence is built for you

The seller side advisory gap is real. Most carve-out risk assessment is done by the buyer, or retrofitted from integration frameworks that don't fit. Carve-Out Intelligence fills that gap.

Corporate seller

Divesting a unit they want to divest

A structured disposal requires a credible separation plan before the buyer arrives, while findings can still change the plan, the TSA structure, and the price negotiation. We help you understand what you are actually selling and whether the plan holds together.

Perimeter definition and validation
RemainCo capability and cost impact
TSA scope, duration, and exit credibility
Day 1 readiness assessment

PE exit

Preparing a portfolio company for sale

Exit readiness and separation readiness are not the same thing. If the business has shared services, embedded IT, or group functions that need replicating, Carve-Out Intelligence maps the separation complexity before the buyer does.

Separation complexity scoring by archetype
Dissynergy and stranded cost quantification
Standalone build requirements
Buyer absorption model sensitivity

MBO / Spinoff

Building a genuine standalone

Management buyouts and corporate spinoffs face the hardest version of the carve out challenge: the parent is gone, there are no absorbed buyer functions to rely on, and a leadership team must run the business and the separation simultaneously.

Standalone build plan and sequencing
Leadership and governance readiness
Works council and consultation planning
TSA exit plan and self-sufficiency roadmap

The same practitioner experience. A second analytical pipeline.

Carve-Out Intelligence is a second product under Integration Intelligence Ltd. It draws on the same 20 years of M&A execution experience across GoCardless, OVO Energy, Mastercard, and Deloitte, applied to the seller's side of the same transactions.

The failure patterns in the library came from real separations. The advisory output is written the way an experienced integration director thinks about a carve out: what are the risks the seller hasn't named yet, and what needs to be true by Day 1.

Pre-close. Before the buyer arrives.

The right time to run a separation readiness assessment is before the process starts, when findings can still change the plan, the TSA structure, or the price negotiation. Not during due diligence, and certainly not after close.

Carve-Out Intelligence is a pre-close product. The output is designed to be useful to a seller's board before a buyer has been selected, and early enough in the process to change the plan rather than document it.

Get in touch

Planning a disposal, or want to understand whether your separation design holds together?

We typically respond within one working day.

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Or email directly: [email protected]