TSA Exit Acceleration
Day ninety is the discipline checkpoint.
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A 90 day TSA exit checklist is the buyer-side proof that the exit program is real. By day ninety post-close, the workstreams should be named, the cadence should be running, and the consumption data should be feeding the next set of decisions. This checklist plugs into the broader TSA exit strategy and sits inside Day One Readiness.
The first thirty days are about making the Newco operate. The exit work is not yet visible. The stand-up work is. Every gap in the stand-up surfaces an issue the exit program will inherit, so the discipline in this window matters even though it looks like firefighting.
The checklist for this window. Newco legal entity active in every jurisdiction it operates in. Bank accounts open and receiving payments. Payroll running on the Newco's correct legal entity. Vendor master loaded and accepting purchase orders. IT access provisioned for every Newco employee, with seller access removed where appropriate. Customer facing systems issuing invoices from the Newco, not the parent.
A small operating issue in this window becomes a large one fast. A vendor master that is not loaded means the Newco cannot pay its bills. An IT access gap means employees cannot log in. A payroll mismatch means employees do not get paid. None of these is a TSA issue technically. All of them are TSA issues operationally, because the seller is still providing the underlying system.
By day thirty, the Newco should be operating without daily interventions from the deal team. If the deal team is still firefighting at day thirty, the exit program is going to start late.
Days thirty to sixty are about installing the operating rhythm. Weekly workstream meetings on each of the nine workstreams. Monthly governance committee with the seller. A named exit lead with a deputy. A documented workstream owner for each service in the catalog. A formal escalation path from workstream meeting to governance committee to executive level.
The cadence has three failure modes. Meetings without agendas, agendas without owners, and owners without authority. Each of these turns the cadence into a status update rather than a decision forum. A working cadence produces decisions. A decorative cadence produces minutes.
The checklist for this window. Weekly workstream meetings scheduled on the calendar through month six minimum. Monthly governance committee with both sides chairing in rotation, or with the buyer chairing throughout. Named owners on every service in the catalog. Service consumption data flowing into a single tracker. A first read on which services were over scoped, under scoped, or absent from the original catalog.
By day sixty, the cadence should feel routine. If meetings are still being scheduled ad hoc at day sixty, the exit program will not survive contact with the mid-TSA window.
Days sixty to ninety are about writing the exit plan down. The plan is not a deck. It is a single document with one row per service, columns for current scope, target exit date, exit option (in house, third-party, eliminate), responsible workstream lead, dependencies, replacement vendor, and status.
The exit plan is the discipline document. Every service in the catalog appears in it. Every owner is named. Every date is committed. The plan does not have to be perfect at day ninety. It has to exist, be reviewed in the governance committee, and be updated each month thereafter.
The checklist for this window. Exit plan document published and signed off in governance. Target exit dates assigned to every service. Replacement options identified for every service. Stranded cost inventory drafted. Mid-TSA renegotiation scope drafted, ready for month four kickoff. First wave of early exits identified for month six.
By day ninety, the buyer should be able to answer one question definitively. Service by service, when does each one exit the TSA. If the answer is uncertain on more than five percent of the catalog, the exit plan is not done. The remediation is sixty more days of work to finish it.
Each workstream has its own checkpoint at day ninety. The format is the same across all nine. Named owner. Scope locked. Consumption data flowing. Exit plan drafted. Replacement option identified.
IT and applications. Inventory of applications under TSA, identity and access plan, network separation roadmap, replacement vendor short list where third-party migration is the path.
Finance and accounting. Chart of accounts decision, general ledger system decision, AP and AR cutover plan, financial close calendar for the first independent year.
HR and payroll. Employee record cutover plan, payroll provider decision, benefits administration cutover plan, time and attendance system decision.
Procurement. Source to pay system decision, vendor master ownership, contract migration plan, purchase order workflow live on the Newco.
Treasury and cash management. Bank account structure live, payment file process operational, cash forecast running on the Newco, intercompany settlement process documented.
Legal and corporate entities. All entities formed and registered, board governance operational, statutory filings calendar published.
Cybersecurity and data. Identity provider decision, network separation milestones, data residency assessment, security operations handoff plan.
Tax. Tax provision process running, transfer pricing approach documented, indirect tax registrations in place.
Newco operations. Customer facing systems live, commercial operations independent, manufacturing or service delivery running without seller intervention.
Three documents constitute the proof that the exit program exists. The exit plan, with one row per service. The governance charter, with the meeting cadence, voting rules, and escalation path. And the consumption tracker, with actual usage data feeding back into the renegotiation case.
Each document is the artifact for one of three audiences. The exit plan is for the workstream leads. The governance charter is for the seller and the buyer-side executives. The consumption tracker is for the finance team and the operating partner. Without all three, the exit program is incomplete.
A common pattern across multiple carve-outs is for the buyer to have the exit plan but not the governance charter, or to have the governance charter but not the consumption tracker. The missing document is almost always the binding constraint when the exit slips.
Publish all three by day ninety. Review each in the day ninety governance committee. Lock the version that goes forward. From that point on, every change is a documented amendment, not a quiet drift.
By day ninety, the buyer-side exit program either looks like a discipline or it looks like a calendar. The difference predicts the rest of the timeline more reliably than any clause in the contract. A program with named owners, weekly cadence, documented exit plan, and consumption data lands on schedule. A program with monthly meetings, undocumented decisions, and finance owning the tracker slips.
The fix when the day ninety review surfaces gaps is not to add more meetings. It is to assign owners to the gap items, set a sixty day correction window, and review again at day one fifty. A second checkpoint catches the issues that day ninety missed. A program that ignores its own day ninety findings ends in extension fee territory.
Operating partners who track this checklist across one PE platform with multiple active TSAs see the same pattern. Newcos that pass the day ninety review exit on schedule. Newcos that fail it pay extension fees. The variable is the discipline of the buyer-side cadence, not the size of the deal or the complexity of the carve-out.
The 90 day TSA exit checklist is not paperwork. It is the operating constraint that decides the rest of the TSA.
A buyer-side scorecard for evaluating whether the Newco is ready to exit each workstream on schedule.
Read the article →Pre-signing, Day One, mid-TSA, and the exit ramp. Where the work sits at each stage and what the buyer owns.
Read the article →The fifteen milestones that decide whether a TSA exit lands on schedule, and how each is enforced through governance.
Read the article →The 90-day governance, IT, finance, HR and procurement separation plan we run on live carve-outs. Get the playbook plus the bi-weekly Day One Letter — short, signal-heavy, buyer-side.
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Seven buyer-side moves to exit a Transition Services Agreement on time and below budget. The mark-up, the extension-fee curve, exit sequencing, and the 11-month calendar.
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Subscribe to The Day One Letter →A checklist without owners and sequence is a wish, not a plan. On a representative $48M-revenue carve-out, running ~200 Day-One line items across nine workstreams with named owners and explicit dependencies — rather than as a flat list — removes $2.1M of avoidable Day-One remediation cost.