Why Integrations Break: TSAs, Carve-Outs, and the Hidden Dependencies That Derail M&A Deals with Donara Jaghinyan

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Jan 5, 2026

Donara Jaghinyan, a transformation and integration leader with extensive experience in healthcare and SaaS, unveils the common pitfalls of integrations. She reveals why treating Transition Service Agreements (TSAs) as projects with strict deadlines is crucial to prevent cost overruns. Donara discusses the often-overlooked complexities of carve-outs and the critical role of Integration Management Offices in identifying hidden dependencies. Her insights shed light on optimizing day-one readiness and establishing effective governance structures for successful integrations.

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INSIGHT

Dependencies Break Integrations

Integration failure often stems from unseen upstream and downstream dependencies rather than isolated system or people issues.
Donara Jaghinyan emphasizes the IMO's role in mapping those dependencies to prevent downstream breakage.

ADVICE

Don't Promote A PM Into An IMO

Don't substitute a project manager for an IMO; the IMO must advise across functions and foresee cross-functional impacts.
Assign an IMO with multi-deal experience to translate integration effects on people, systems, and GL setup.

INSIGHT

Carve-Outs Hide Centralized Complexity

Carve-outs hide centralized interdependencies because parent organizations rarely documented separations.
Scope, vendor bindings, and people gaps surface only when you attempt to separate services and systems.

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Donara Jaghinyan – Transformation and Integration Leader

Donara joins us to pull back the curtain on why integrations break—and what it actually takes to make them work. With deep experience across healthcare, SaaS, professional services, and financial services in both public and PE-backed environments, Donara has led diligence, post-close integration, TSA execution, and enterprise system implementations. This episode tackles the hard truths about carve-outs, TSA management, day-one readiness, and the cross-functional dependencies that most teams miss until it's too late. If you've ever wondered why integration timelines slip or costs balloon, this conversation delivers the answers.

Things you will learn:

Why TSAs aren't contracts, they're projects with hard deadlines, cost escalations, and integration dependencies that functional teams consistently underestimate
The hidden complexity of carve-outs and how scope, vendor negotiations, and people gaps create surprises even with solid diligence
How Integration Management Offices (IMOs) orchestrate cross-functional dependencies that functional leads can't see

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Episode Timestamps

[00:02:30] From International Relations to M&A Integration – Donara's unconventional path from Armenia to becoming a full-time integration leader in Boston

[00:04:00] The Dependency Problem No One Sees Coming – Why integration isn't just about systems or people—it's about understanding what breaks when you miss upstream and downstream connections

[00:06:00] Why You Can't Just Promote a PM to IMO – The critical difference between project management and integration program leadership

[00:07:00] What Gets Underestimated in Carve-Outs – Scope creep, vendor negotiations, and people gaps that blindside even experienced teams

[00:09:00] TSAs Are Projects, Not Contracts – Why treating TSAs as temporary extensions instead of hard deadlines creates integration debt and cost overruns

[00:13:00] Managing Two Carve-Outs Simultaneously – The story of integrating two business units with heavy TSAs, cross-border complexity, and mismatched organizational structures

[00:19:00] Getting IMO Involved Before LOI – How early integration involvement during diligence creates smoother execution and realistic timelines

[00:30:00] Day One Readiness and the 30/60/90 Framework – What actually happens from day one through the first 90 days, including controls, discovery, and execution milestones

[00:37:00] Integration Governance That Actually Works – Structuring steering committees, functional cadences, and escalation paths that keep deals on track

[00:40:00] The Integration Kickoff That Sets the Tone – What to cover, who to involve, and how to align teams on why the deal matters

Questions, comments, concerns?Follow Kison Patel for behind-the-scenes insights on modern M&A.