Assess whether the carve-out is operable on day one (7b3f44)
August 31, 2026
SITUATION Carve-out separation lead must settle whether the carve-out is operable on day one because a TSA that expires before replacement systems exist hit a PE platform evaluating a founder-led SaaS add-on. The evidence on hand is revenue-quality bridge from bookings to cash; name the M&A Due Diligence option that file actually supports.
DECISION Carve-out separation lead in a PE platform evaluating a founder-led SaaS add-on must choose Proceed, Reprice, Walk, Hold using revenue-quality bridge from bookings to cash after a TSA that expires before replacement systems exist. The question on that file is whether the carve-out is operable on day one.
HYPOTHESES TO TEST 1. The population in revenue-quality bridge from bookings to cash is the one a TSA that expires before replacement systems exist named, so Proceed follows for this Separation and Integration file. 2. The population in revenue-quality bridge from bookings to cash is adjacent only to a TSA that expires before replacement systems exist; Reprice is the honest M&A Due Diligence call. 3. A PE platform evaluating a founder-led SaaS add-on already contained a TSA that expires before replacement systems exist before revenue-quality bridge from bookings to cash arrived; no new Separation and Integration path. 4. Provenance on revenue-quality bridge from bookings to cash after a TSA that expires before replacement systems exist is broken; do not pick Proceed or Reprice yet.
ANALYSIS REQUIRED 1. Name the document carve-out separation lead still needs before signing. 2. Test whether a TSA that expires before replacement systems exist is a diligence gap, a price chip, or a walk-away. 3. Separate a one-off add-back from a recurring earnings issue in revenue-quality bridge from bookings to cash. 4. For this M&A Due Diligence Separation and Integration file, read revenue-quality bridge from bookings to cash against a TSA that expires before replacement systems exist and write the one fact that would move the carve-out is operable for carve-out separation lead.
RECOMMENDATION Choose Proceed / Reprice / Walk / Hold on this M&A Due Diligence / Separation and Integration packet (revenue-quality bridge from bookings to cash after a TSA that expires before replacement systems exist). If revenue-quality bridge from bookings to cash cannot force a M&A Due Diligence label under Separation and Integration, stop. If revenue-quality bridge from bookings to cash after a TSA that expires before replacement systems exist cannot support Proceed versus Reprice on this M&A Due Diligence Separation and Integration close, carve-out separation lead must do not proceed, reprice, or walk on a quality-of-earnings fact the packet does not carry.
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