Case Studies

Summary - Review Part VII programme preparation and remediate identified issues

Situation - Following an agreement between Tesco plc and Barclays Bank UK to acquire part of Tesco Bank (the Retail Banking part, known as 'SaleCo') and retain Insurance & Money Services (known as 'RemainCo'), a Part VII procedure was initiated to affect the transfer of that part of the business to Barclays.

Task - Tesco Bank set a 9-month timescale from initiation until the Sanctions Hearing. Three months after mobilisation, CBS was asked by the bank's Executive to do an in-flight review of the Part VII Separation programme.

Activity - CBS carried out an in flight review of all available programme artefacts and ran an intensive set of interviews with programme & workstream leads and sponsors engaged on the programme.  We identified a series of risks and issues that placed the Judicial Hearings and deal closure at risk and prepared a Board report highlighting these, along with recommended Management Actions.  The Board fully accepted our recommendations, and all Management actions were then tracked to closure.

Results - Two of the biggest identified risks related to Transition Service Agreements (TSAs) and to Payments activities.  CBS was then asked to lead recovery of these workstreams:

Transition Service Agreements (TSAs) - Progress in writing and agreeing the TSAs was significantly off track.  CBS was asked to take over a central co-ordination role, from a Big 4 consultancy, to reach consensus and agreement on TSAs and the associated Exit Plans.

We deployed a small team with an experienced Programme Manager, Senior BA and PMO Lead to set up revised governance & control, bring all parties to the table.  We successfully led negotiation of 47 TSAs and Reverse TSAs, including associated financial model, costs, billing & charging processes and Exit Plans, gaining sign-off from service Providers & Receivers, Executive Sponsors, all impacted SMFs, Risk, Finance, external Legal review (x2).  Board sign-off within Tesco plc, Tesco Bank and Barclays Bank UK was achieved on time to support deal closure.

Payments - The Payments workstream had not fully mobilised as it was initially left out of scope.  CBS deployed an experienced Payments change team (Programme Manager, PMO Lead, 2 PMs and 2 BAs) to lead the mobilisation, scoping, requirements, design, testing, command-and-control, implementation and post-implementation support.  This included co-ordination between Tesco Bank (SaleCo), Tesco Insurance & Money Services (RemainCo), Barclays Bank UK, Pay.UK, Mastercard and various 3rd-party technology suppliers to successfully orchestrate the separation and cutover.