The execution layer for separations and integrations
MeridianCogent models how a carve-out actually works — what a business depends on, what has to be untangled, in what order, and what it costs when that slips.
Walkthrough
The platform in ninety seconds
What it covers
Everything a separation actually runs on
A carve-out is not one problem. It is scope, obligations, contracts, costs, systems, people and dates, all moving at once and all depending on each other. MeridianCogent holds them in one place.
Scope and obligations
5 items
The perimeter register
what transfers, what is retained, what remains disputed
Obligations and conditions precedent
what must be done, and what gates closing
The consent register
change-of-control consents and where they stand
Contract novation and assignment
the full population to be re-papered
Attestations
who confirmed what, and when
Cost and risk
7 items
TSA catalogue and exposure
services, multi-currency, overrun and step-up pricing
Integration budget and cost-to-complete
what the capture is costing
Stranded costs
the overhead that does not leave when the business does
Advisory and transaction fees
what the advisers on the deal are costing
Risk register
assessed on two dimensions, never reduced to a score
The synergy ledger
with every amount stating what it represents
Delay scenarios
what a slipped date does to exit timing and cost
Execution
9 items
Program structure
tasks, workstreams, typed dependencies and a real critical path
Guided program setup
a new program shows what still needs to be configured rather than turning missing information into a zero
Gates that block rather than annotate
Systems register and decommission sequencing
what the business runs on, and the order it comes apart in
Day 1 readiness
derived from the chain, not typed into a status field
Cutover runbook and hypercare
for the weekend itself, and the weeks immediately after
The communications plan
who hears what, and when
Escalations with a clock
Reusable playbooks
platform and organisation-owned playbooks instantiate tasks, dependencies, role mappings and country-specific work against program milestones, then can be adapted and saved back as reusable operating standards
Getting data in and out
5 items
Bulk import
because a real carve-out arrives as a spreadsheet
Email-in
for the people who will never log in
Exports, watermarked to whoever generated them
Full program export
registers, decisions and the audit history remain readable outside the platform, not trapped inside the application
Public tools
the TSA Exit Cost Calculator and the Day 1 Readiness Check, free to use without signing in
Visibility
7 items
Control tower, exceptions first
six-week trajectories for Day 1 readiness, TSA monthly exposure and open blockers, each showing the coverage behind the number rather than a bare figure
Timeline rail
the program sequence from signing through Day 1, TSA exit and integration completion, with country-specific lanes showing where jurisdictions diverge or block
Waiting on me
one view of everything currently requiring action from you, matched across every register by identity rather than by name
Executive review
the same governed numbers as the control tower, reweighted for steering committees, with a factual view of what changed since the last review point: gates cleared or reopened, dates moved, risks escalated, grouped by workstream
Portfolio view across several programs
where an organisation is running more than one separation at a time
Coverage stays visible
incomplete modelling, stale assumptions and unavailable inputs remain beside the figures they qualify, rather than disappearing behind a dashboard total
Dedicated external workspace
advisors, counsel and other guests see the records and actions shared with them for their engagement, not a reduced copy of the full program control tower
Governance and audit
5 items
The decision record
append-only, corrections supersede
Board pack export
for the meeting that happens outside the platform
Activity centre and command palette
what changed recently, and a way to reach any record without hunting for it
Culture and sentiment trend
an imported trend line from whatever pulse-survey tool an organisation already runs, shown alongside the operational timeline: anonymous by default, suppressed below a minimum group size, and read as a direction of travel rather than a single score
Post-close retention
customer-entered revenue retention and churn figures, held to the same basis-and-source discipline as every other governed number: who entered it, what it is based on, when it was last confirmed
The chain
Most tools track tasks. This one tracks consequence.
A separation is a chain, not a list: a shared system has to be untangled before a transitional service can end. MeridianCogent models that chain, and nothing in it is a status someone updates by hand.
Systems register
What the business runs on, and what it shares with the parent.
Decommission sequencing
What has to be separated, untangled or stood up, and in what order.
TSA exit dependencies
Which transitional services cannot end until that work completes.
Exit risk
Where the modelled completion date falls after the contractual exit date.
Day 1 readiness
What is actually blocking Day 1, derived from the chain rather than typed into a status field.
Five stages, each depending on the one before: Systems register, Decommission sequencing, TSA exit dependencies, Exit risk, .
Systems register
What the business runs on, and what it shares with the parent.
Decommission sequencing
What has to be separated, untangled or stood up, and in what order.
TSA exit dependencies
Which transitional services cannot end until that work completes.
Exit risk
Where the modelled completion date falls after the contractual exit date.
Day 1 readiness
What is actually blocking Day 1, derived from the chain rather than typed into a status field.
The full case for this is in The Dependency Problem.
Preparing for Day 1 now? The Day 1 Readiness Check takes your own answers about the Day 1 preparations you have chosen to make and organises them into counts by area.
Control tower
Exceptions first, and never a bare figure
The control tower opens on what is moving against you, not on a wall of everything at once. Day 1 readiness, TSA monthly exposure and open blockers each carry a six-week trajectory, so the question is not only where a number stands but which way it has been going.
Each figure is reported with the coverage behind it — how much of the underlying population it actually reflects. A number drawn from a third of the register is not the same number as one drawn from all of it, and the difference stays visible rather than disappearing into a total.
Day 1 readiness
coverage shown here
TSA monthly exposure
coverage shown here
Open blockers
coverage shown here
A schematic of three control-tower trajectories across a six-week window: Day 1 readiness, TSA monthly exposure and open blockers. Each is shown as a separate panel with its own line, because the three are measured in different units and do not share a scale. No values are given: the panels show the shape of a trajectory and the slot in which its coverage appears, not figures from any program. Illustrative shape only — not data from a program. Each of these carries the coverage behind it: how much of the underlying population the figure actually reflects. A trajectory with thin coverage is reported as thin rather than smoothed into a clean line.
Timeline
Jurisdictions run on their own clocks
A separation does not happen in one place. The program has a sequence — signing, Day 1, TSA exit, integration completion — and every jurisdiction inside it runs that sequence on its own calendar, against its own filings, consents and consultation periods.
The timeline rail holds both. Country lanes show where a jurisdiction has diverged from the program date or blocked outright, and what that does to the milestones downstream of it.
Program
the consolidated date
Germany
consultation not closed
US
exited on schedule
Program
the consolidated date
- Signing — reached
- Day 1 — reached
- TSA exit — reached
- Integration complete — not reached
Germany
consultation not closed
- Signing — reached
- Day 1 — reached
- TSA exit — blocked
- Integration complete — not reached
US
exited on schedule
- Signing — reached
- Day 1 — reached
- TSA exit — reached
- Integration complete — reached
- Reached
- Blocked
- Not reached
| Lane | Signing | Day 1 | TSA exit | Integration complete |
|---|---|---|---|---|
| Program (the consolidated date) | reached | reached | reached | not reached |
| Germany (consultation not closed) | reached | reached | blocked | not reached |
| US (exited on schedule) | reached | reached | reached | reached |
A program date is only as good as its latest lane. Showing the lanes separately is what makes that visible before the date arrives rather than after it.
Gates
Gates that actually block
Most platforms have gates that record disapproval. A gate is marked red, and the work continues anyway, because nothing in the system can stop it.
Here, a gate is a real constraint on the schedule. Work downstream of an unsatisfied gate cannot be scheduled as though the gate will clear. Conditions precedent block closing rather than annotating it. The critical path reflects what is genuinely possible, not what the plan assumed in January.
This is the difference between a system that reports on a program and a system that governs one.
The record
Every number has a named human behind it
The platform does not source legal requirements, costs, valuations or jurisdictional rules. Every material figure is entered by a customer or their advisor, and formally adopted by a named person before it can affect a plan.
When it is adopted, the platform takes a snapshot of exactly what was adopted and when. If the underlying figure later changes, the adoption is marked stale rather than silently updating — the original decision remains visible, along with who made it and on what basis.
Corrections are made by superseding a record, never by overwriting one. The history of what was believed, and when, survives intact.
Access is scoped to the program rather than the organisation. Security and confidentiality covers how.
TSA exposure
Transitional services, modelled as exposure
A TSA is a live cost with an end date that may not hold. The platform ties each service to the work blocking its exit, so you know in March that the September exit will not happen.
For a first figure on a single agreement, the TSA Exit Cost Calculator works out what a TSA costs to its planned exit, and what an overrun adds.
The cost mechanics are in The Real Cost of a Late TSA Exit, and the published figures in the TSA Benchmarks Reference.
Modelled
- Service catalogue
- Multi-currency
- Exposure
- With step-up
- Exit risk
- Months ahead
Scenarios
What happens if this slips?
It is one thing to know a transitional service exits in September. It is another to know what a two-week delay on a single cutover does to that date — and to the invoice that follows it.
MeridianCogent is being built to answer that directly: take the current schedule, move one date, and see which transitional services can no longer end when they were meant to, and what that costs.
The question a CFO actually asks is not what the plan says. It is what the plan costs when it does not hold.