Carve-Out Financial Architecture Director — Industrial Components

The mandate

The group intends to sell a components division assembled across legal entities, plants, sales offices and central functions rather than held as a clean business. Historical management accounts rely on allocations that do not follow the transaction perimeter, and working capital moves through group treasury and procurement. Buyers need stand-alone economics that can survive both diligence and actual separation.

The engagement deliverable is a Carve-Out Financial Operating Architecture and Separation Ledger. It will define entity, product, customer, asset and employee perimeter; historical allocation policy; stand-alone cost and stranded cost; opening balance logic; working-capital and cash mechanisms; TSA charging; chart and close design; and the bridge between carve-out financial statements and Day-One books.

Milestone one at week three provides perimeter decisions, source mapping and accounting risk. Week seven concludes milestone two with historical P&L, balance-sheet and cash bridges plus allocation rules. At week twelve, milestone three delivers the target close, TSA and opening-ledger design. The accepted architecture, separation ledger, buyer data book and implementation backlog complete milestone four at week seventeen.

Acceptance requires Group Finance to reproduce three historical periods from legal ledgers to the carved perimeter; the separation office must trace the largest twenty allocations and stranded-cost decisions; and an unseen entity-to-product mismatch must resolve consistently. The CFO signs after buyer-question simulation and Day-One opening-balance rehearsal run without consultant-only models.

The client will provide ledgers, consolidation data, charts, legal-entity and product mappings, customer and supplier records, fixed assets, payroll, intercompany, treasury, tax and shared-service data, transaction perimeter papers and management access. Client accountants own policies and statements. The engagement excludes audit opinion, tax and legal advice, valuation, buyer negotiation, ERP implementation and execution of the separation.

Why this is external work

Business Finance knows operating detail and Group Controllership knows legal books, but each current allocation embeds organisational choices the sale will unwind. Internal teams are also running normal closes and seller preparations. Independent architecture creates a reproducible perimeter and challenges stranded economics without auditing the statements or negotiating the transaction.

What you will own

• Translate the transaction perimeter into legal entity, product, customer, contract, asset, employee and accounting-record rules.
• Reconstruct historical revenue, margin, operating expense, working capital, cash flow and balance sheet from legal ledgers.
• Define allocation drivers with source evidence, counterfactual stand-alone logic, sensitivity and explicit unallocated exceptions.
• Separate transferred, replaced, TSA-supported and stranded cost while preventing unsupported buyer or seller synergies.
• Design opening ledgers, intercompany unwind, treasury flows, close calendar, control ownership and Day-One reconciliations.
• Map each buyer data-book figure to financial statements, separation decisions and an accountable management explanation.
• Deliver an implementation backlog whose dependencies, decision dates and client owners survive the advisory team’s exit.

Candidate qualifications

• Led financial carve-outs of multi-entity industrial businesses through diligence, separation design and Day-One preparation.
• Reconstructed stand-alone P&L, balance sheet, cash flow and working capital from shared legal ledgers and operational records.
• Designed defensible allocations and stranded-cost analysis where products, plants, customers and central services crossed the perimeter.
• Connected carve-out financial statements to opening books, TSA charges, treasury arrangements and separation controls.
• Challenged seller and buyer assumptions without issuing audit, tax, legal or valuation conclusions outside the mandate.
• Delivered transparent models and decision logs that client finance teams maintained through later separation execution.

Non-negotiables

• The named director must lead Frankfurt perimeter workshops and remain available through the buyer-question simulation.
• No current engagement may involve the likely buyer, a competing bidder or an adviser advocating transaction value.
• Client accountants, auditors, tax advisers and counsel retain their respective policies, opinions and statutory responsibilities.
• Audit, valuation, tax, legal advice, negotiation and system implementation are expressly excluded.

1. 49 words maximum. Describe a carve-out perimeter where legal entity and product economics pointed to different answers.
2. 49 words maximum. How did you distinguish a defensible stand-alone cost from an unsupported buyer synergy?
3. 49 words maximum. Which client data is essential before you commit to an opening-balance architecture?