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How to prepare for Carve-Out and Integration Cases?

Hello! I have a couple of case interviews coming up in the area of carve-outs and PMI. 

How can I best prepare for such carve-out and integration cases, for example at EY-Parthenon? What kind of framework works well for these cases? And where do calculations typically occur? 

I would greatly appreciate any insights on how best to approach this strategically. Thank you in advance! 

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Profile picture of Alessandro
on Feb 25, 2026
McKinsey Senior Engagement Manager | Interviewer Lead | 1,000+ real MBB interviews | 2026 Solve, PEI, AI-case specialist

hey, happy to help here. lots of folks have shared what works for these interviews so can pass that along.

carve-outs arent like normal M&A cases. forget the standard "synergies and cultural fit" stuff. here youre basically doing surgery on a company, so your framework needs to reflect that.

what actually works:

scope first - literally draw a circle around whats being sold. sounds dumb but half the candidates mess this up. is it a product line? a geography? a division? everything else flows from this.

the three entanglements - once you know the scope, map what sticky stuff connects the carve-out to mom. usually its:

  • IT systems (the big one, always takes longer than people think)
  • shared services (HR, finance, legal)
  • physical stuff (warehouses, factories)
  • contracts (suppliers, customers)

standalone economics - can this thing actually breathe on its own? whats the cost gap between being supported by mom vs hiring their own finance team, their own IT helpdesk, etc. interviewers love when you flag that the carved out biz might look profitable but thats only because theyve been subsidized.

TSA hell - transition service agreements. who pays for what and for how long. this is where your numbers usually show up. calculate the TSA fees, the one-time separation costs, and the stranded costs that mom eats.

for PMI cases its different. here you want:

synergy math - revenue synergies (usually overstated, be skeptical) vs cost synergies (the reliable ones). know how to calculate headcount reductions, real estate consolidation, vendor savings.

speed vs risk - fast integration captures value quicker but breaks stuff. slow is safer but you bleed synergies. have a point of view on which lever matters more for the specific case.

the 100 day plan - what happens week 1 vs month 6 vs year 2. consultants love this timeline.

where the math hits:

calculations usually test if you can turn operational stuff into dollar impact. like: "we think we can cut 200 heads, average comp is 80k, whats the saving?" or "IT integration costs 50m upfront but saves 8m a year, whats the payback?"

they also love standalone cost gap analysis for carve-outs. "current SG&A is 15% of revenue with moms support, standalone will be 22%, revenue is 400m, whats the profit hit?"

for EY-P specifically:

their cases are candidate-led which means you drive. dont wait for prompts. also they use a "defend" section where they push back on your recommendation, so actually believe your own answer.

and practice mental math. they throw tables at you and expect you to calculate synergies on the fly without getting flustered.

hope that helps - let me know if you want me to go deeper on any part.

E
Evelina
Coach
on Feb 25, 2026
Lead Coach for Revolut Problem Solving and Bar Raiser

Hi there,

Carve-out and PMI cases are very common at EY-Parthenon, especially in Strategy & Transactions. They’re more operational and value-focused than classic market entry cases.

How to structure them:

For a carve-out (selling or separating a business):

  1. Strategic rationale – why divest?
  2. Standalone viability – can the carved-out entity operate independently?
  3. Separation complexity – IT, contracts, shared services, people
  4. Financial impact – one-off separation costs vs value unlocked
  5. Risks and timeline

For PMI (post-merger integration):

  1. Value creation thesis – where are synergies coming from?
  2. Synergy sizing – cost vs revenue synergies
  3. Integration plan – org structure, systems, processes
  4. Risks and cultural fit
  5. Governance and timeline

Where calculations usually appear

  • Synergy sizing (cost savings, headcount reduction, procurement savings)
  • One-off separation costs
  • Revenue uplift from cross-selling
  • Simple NPV or payback logic
  • Margin impact

How to prepare

  • Practice cost structure breakdowns and synergy math
  • Review common integration levers (IT consolidation, procurement, SG&A overlap)
  • Be comfortable distinguishing one-off vs recurring effects
  • Always link analysis back to value creation

These cases reward structured thinking and practicality, not flashy frameworks.

Best
Evelina

Profile picture of Kevin
Kevin
Coach
on Feb 26, 2026
Ex-Bain (London) | Private Equity & M&A | 12+ Yrs Experience | The Reflex Method | Free Intro Call

That's a great question, and it's smart to anticipate these types of cases, especially for firms like EY-Parthenon that frequently deal with M&A strategy. While carve-outs and PMI cases feel specialized, the core consulting muscle you've been building still applies. Don't fall into the trap of thinking you need a completely new, rigid framework.

Instead, think about adapting your standard strategic toolkit to the specific nuances. For carve-outs, key areas are often about identifying stranded costs, separation complexity (IT, HR, supply chain, legal), and valuing the standalone entity. For PMI, you'll be digging into synergy identification and realization, integration planning (people, process, technology), and managing cultural alignment. Calculations typically revolve around standalone financials, synergy quantification, transition service agreement (TSA) costs, and the overall deal economics.

The strategic approach is to break down the problem into logical workstreams – what needs to happen pre-deal, during integration, and post-integration. Focus on structuring your thoughts around these phases and proactively identifying potential risks and mitigation strategies. Practice articulating the "so what" for each operational challenge and how it impacts value.

Hope this helps you structure your prep!

Profile picture of Cristian
on Feb 26, 2026
Most awarded MBB coach on the platform | verified 88% success rate | ex-McKinsey | Oxford | worked with ~400 candidates

Hi there,

I would recommend against typical frameworks. That's not what the interviewers want to see. They want to see how you genuinely think through a situation and how you adapt your approach accordingly. 

The best way to improve is to do cases in this area and then get tailored, professional feedback. 

Sharing here an acquisition / integration case that you might find useful to review:

https://www.preplounge.com/en/management-consulting-cases/interviewer-led/beginner/russell-university-fresh-attacker-on-the-online-education-market-mckinsey-1st-round-289

Best,

Cristian

Profile picture of Alessa
Alessa
Coach
on Mar 03, 2026
10% off 1st session | Ex-McKinsey Consultant & Interviewer | PEI | MBB Prep | Ex-BCG

For carve out cases, focus on three things: standalone viability, separation complexity, and financial impact. Think revenue stability, stranded costs, one off separation costs, and required investments. Always ask whether the business works independently and at what EBITDA.

For PMI cases, focus on synergy potential, implementation feasibility, and risks. Size cost and revenue synergies, estimate timing, and link everything to profit and cash flow impact.

Most calculations are around synergies, stranded costs, separation costs, and breakeven timing. Keep your structure value driven and practical. If you want, I can give you a quick sample structure to rehearse.

Alessa