Transition Services Agreements in Corporate Spinoffs

Emilie Feldman and James McGlinch, Management, The Wharton School

Abstract: Transition services agreements (TSAs) are an important tool that companies use to manage the process of separating business units from their former corporate parents in spinoff transactions. One of the major advantages of multi-business firms is that they can provide common functions and services like IT, finance, human resources, administration, etc., in a centralized manner, which saves costs across the entire portfolio of businesses. When multi-business firms undertake spinoffs, the divested businesses must figure out how to provide all of these formerly-centralized functions and services for themselves. This can be a challenging process, especially for a newly-independent entity that may not have much infrastructure in place, nor many financial or human resources to deploy to these endeavors. Accordingly, this project explores the role and performance implications of TSAs in the implementation and management of spinoffs, as well as their performance implications from the perspective of both divesting firms and divested businesses.