Why Independent

Independence is the product.

Big 4 firms do TSA work for buyers and sellers. Often on adjacent deals. Often with the same partners. We do not. The firm's only revenue source is buyer-side advisory fees. That is the entire business model. Nothing else.

By TSA Advisory Published July 5, 2023 Updated November 20, 2025 3 min read

The Big 4 Conflict

The same partner. Both sides of the table.

The four largest accounting firms each generate hundreds of millions per year in carve-out advisory. They work for sellers. They work for buyers. They work for both on different deals with the same private equity sponsors.

This is not theoretical. The same Big 4 firm that priced the TSA for the seller will often be asked to advise the buyer on exiting it. The same partner who signed the cost-plus pricing methodology is later asked to renegotiate it.

The conflict is structural and unfixable. Information walls do not change incentives. The fees from one engagement underwrite the next. The buyer pays for a compromised seat at the table.

Documentary view of a conflicted advisory boardroom

Figure 1The Big 4 sit on both sides. We sit on one.

Documentary view of a sourcing advisor's office

Figure 2The sourcing advisor has a placement quota. The buyer is a route to it.

The Sourcing Advisor Conflict

Volume of placement. Not depth of advocacy.

Sourcing advisors and outsourcing brokers often have referral relationships with the IT outsourcers and BPO providers who deliver TSA services or who pick them up after exit. The economic interest is in volume of placement.

If the broker recommends a vendor, the broker is compensated by that vendor. The buyer is the buyer of advice. The vendor is the buyer of the relationship. The two often do not align.

A buyer-side TSA advisory should not be in the placement business. We are not.

The TSA Advisory Model

One revenue line. Yours.

The firm's entire business model is buyer-side advisory fees. There is no second line of business. There is no vendor referral economics. There is no software resale. There is no Big 4 partnership. There is no seller-side practice in another office.

i.
No seller engagements. Ever.
The firm has never represented a seller in a TSA negotiation. Not in negotiation, not in execution, not in dispute resolution. The first sentence in the firm's operating agreement is that we never will.
ii.
No vendor partnerships.
No software resale. No referral fees from IT outsourcers or BPO providers. No partner programs with the firms that often deliver TSA services. The buyer is not part of someone else's funnel.
iii.
No referral economics.
The firm does not accept finder's fees from law firms, vendors, or banks. The firm does not pay them either. The only consideration that moves is the buyer's fee for the advisory work.
iv.
No conflicting practices.
The firm does not have an M&A practice, a sourcing practice, an integration practice, or a turnaround practice that could create cross-engagement conflict. One thing, done deep.
v.
Your interest, every time.
If the firm ever had to choose between your interest and the next engagement, you would win. There is no pipeline that competes with the work on your desk. There is no second client whose interest could pull the firm the other way.

Independence is the product.

The same partner. Both sides of the table.

Volume of placement. Not depth of advocacy.

One revenue line. Yours.

No seller engagements. Ever.

No vendor partnerships.

No referral economics.

No conflicting practices.

Your interest, every time.

100% buyer-side. We have never represented a seller in a TSA negotiation.