Close · Specialty Chemicals

Specialty Chemicals Deals: Transition Services Agreements (TSA) Done Right

When the deal is specialty chemicals and the question is Transition Services Agreements (TSA), the structure decisions in the first 30 days outlast the next five years. This is where Jason Powell works.

EV range $15M to $200M EV EBITDA $3M to $28M Audience Buy-side / Sponsor
The deal context

Every specialty chemicals acquisition has its own gravity. Transition Services Agreements (TSA) is the workstream where independent sponsor counsel earns the seat.

The typical specialty chemicals platform sits at $15M to $200M EV with EBITDA in the $3M to $28M range. The thesis runs on niche formulator or contract manufacturing buy-up. The IP lives in the formulator's head as often as in the company. Structure for that risk explicitly.

The moves

How Transition Services Agreements (TSA) actually gets structured.

  1. Define every service with measurable inputs, outputs, and durations.

  2. Price each service at actual cost plus a defined margin.

  3. Set termination rights for both sides, with notice periods.

  4. Address data privacy and security obligations across the transition.

  5. In specialty chemicals, layer in chemical inventory transfer filed as part of the Transition Services Agreements (TSA) workstream.

The common mistake

Writing a generic TSA. Every line in a TSA is a future dispute waiting for definition.

Jason's take
"A good TSA reads like a SLA. A bad TSA reads like a memo."
Jason Powell · Transition Services Agreements (TSA)
Capital after close

The deal is one thing. The capital that opens up after close is another.

After close, the call list for refinancing, recapitalization, and growth equity gets short and known. Jason carries that list.

MONTH 18
Senior refi
MONTH 24
Dividend recap
MONTH 36
Growth equity
YEAR 4–5
Strategic exit
TALK TO JASON

An LOI on the desk, a specialty chemicals target, and a Transition Services Agreements (TSA) question worth a real conversation.

Twenty minutes of practitioner-grade input from a securities attorney whose first move is to read the deal, not the engagement letter.