Integration Management Plan — ACME Health / Cumberland Valley Integration

The Charter says what this program must achieve and which constraints give first. This plan says how it will be run: the operating model, how planning works when half the information is legally unavailable, what happens weekly and monthly, how decisions get made when nobody anticipated the question, and which subsidiary plans sit beneath this one. Approved April 17, 2023, five months before closing.

The Charter and this plan answer different questions, and conflating them produces a document that does neither well. The Charter is an authorizing instrument: it confers authority, states objectives, and ranks constraints. It is approved once and amended rarely. This plan is an operating document: it describes mechanics, and it is expected to be revised as the program learns. A plan that needs Steering Committee approval to change its meeting cadence has been written as a charter by mistake.

Part I — Operating Model

The Integration Clock
Workstream Model — Paired Leadership
The IMO and What It Does Not Do

Part II — How Planning Works

Rolling Wave Planning
Cadence and Reporting
Change Control

Part III — Standing Rules

Integration Principles
Register of Subsidiary Plans

1. The Integration Clock

The program does not run on phases or sprints. It runs on a clock set by the transaction, and every plan beneath this one is anchored to the same fixed points.

Period	Character	What the program is doing
Sign to close	⚠ Plan only	Everything designable is designed; nothing is executed against the target. Constrained by the Clean Team Protocol.
Day 1	Operate	The combined entity legally and operationally functions. Not integrated.
Day 1 to Day 100	Stabilize	Prove nothing broke; complete discovery; re-baseline on real information
Day 100 to TSA exit	Execute	Migrations, cutovers, consolidations. The bulk of the work and the bulk of the risk.
TSA exit to close	Transfer	Residual scope to line ownership; IMO stands down

The pre-close period is the one most often wasted, and it is seven months long. A program that treats "we cannot execute yet" as "there is nothing to do" arrives at Day 1 with seven months of work still ahead of it. Everything in this suite dated before September — the disposition matrices, the TSA exit plan, the architecture, the EMPI strategy — was produced in a window where execution was prohibited. The barrier restricts execution, not preparation, and the distinction is worth several months.

2. Workstream Model — Paired Leadership

Sixteen workstreams. Each has an ACME lead and a Cumberland Valley counterpart, jointly accountable for the same deliverables.

Responsibility	ACME lead	Cumberland Valley counterpart
Target state design	Owns	Reviews and challenges
Current state accuracy	Consumes	Owns — how the target actually works, as opposed to how it is documented
Deliverable acceptance	Signs	Signs
Escalation	Either may escalate independently	Either may escalate independently

Pairing doubles the number of people in every meeting, and it is worth it for a reason that only becomes visible when it is absent. A workstream run solely by the acquirer makes decisions without knowing how the target actually operates — and documentation is not a substitute, because the gap between documented process and real process is exactly where integration failures live. A workstream run solely by the target makes decisions the acquirer will not honor. The expensive version is two organizations discovering in month nine that they were solving different problems.

⚠ Either counterpart may escalate independently. A target-side lead who can only raise concerns through their ACME counterpart has no escalation path at all, since the most likely subject of the concern is the counterpart's decision.

3. The IMO and What It Does Not Do

The IMO does	The IMO does not
Maintain the plan, schedule and dependency map	Own workstream deliverables
Run the cadence and produce reporting	Own risks — risk owners are people who can act
Administer change control	Approve changes above the delegated threshold
Identify and force cross-workstream dependencies into the open	Resolve technical disputes on the merits
Measure synergy independently	Deliver synergy — the functions do that
Escalate	Decide what only the Steering Committee may decide

A five-person IMO coordinating a seventy-three-person program only works if it refuses work that is not coordination. The pull is constant and it comes from good intentions: a workstream is short-handed, the IMO analyst understands the material, the deliverable is due. Accept that three times and the IMO is producing deliverables instead of seeing across them — which is the one thing nobody else on the program is positioned to do. The IMO's value is entirely in the view, and the view is the first thing lost when it starts doing the work.

4. Rolling Wave Planning

Detail is planned to the horizon where information exists, and no further.

Horizon	Planned to	Why
Next 90 days	Task level, named owners, dated	Information is available and stable
90 days to Day 1	Deliverable level	Sequence known; detail depends on decisions not yet taken
Day 1 to Day 100	Milestone level	⚠ Substantially dependent on post-close discovery
Beyond Day 100	Workstream and dependency level	Planning it in detail now would be inventing detail

Rolling wave here is not a scheduling preference — it is the only honest response to a legally imposed information deficit. The program cannot examine member-level data before closing. That single constraint makes the identity resolution effort unknowable, and identity resolution gates the largest migration, which gates the TSA exit, which is the program's hard constraint. A detailed task-level plan for month fourteen, written in April, would be a work of fiction with a Gantt chart attached — and worse, it would invite the organization to treat those dates as commitments. The plan states its own horizon so that nobody mistakes a placeholder for a promise.

⚠ Consequence for reporting: a milestone beyond the current detailed horizon is reported as on sequence rather than on schedule, because it has a position but not yet a defensible date.

5. Cadence and Reporting

Forum	Frequency	Attendees	Purpose
Workstream stand-up	Weekly	Paired leads + IMO analyst	Progress, blockers, dependencies raised
Dependency review	Weekly	IMO + affected leads	⭐ Cross-workstream only. The meeting that exists because nobody else sees across.
Program review	Fortnightly	All workstream leads	Plan status, risks, change requests in flight
Steering Committee	Monthly + on call	Six executives	Decisions, gate approvals, escalations, synergy
TSA service review	Monthly	TSA Manager + provider	Service levels and exit readiness

5.1 Reporting principles

Variance is reported with its cause and its recovery, not as a color. A red status with no stated recovery is an announcement, not a report.
Both synergy measures every month — run-rate and cumulative capture. Reporting only run-rate hides a timing problem until it becomes a shortfall.
Defect and risk counts carry age. A stable count with rising age is a backlog.
⚠ Bad news travels at the speed of discovery. Anything threatening a rank 1 or 2 constraint escalates immediately, not at the next cadence.

6. Change Control

Change	Approver
Cost impact under $250,000, within baseline	Program Manager
Cost impact $250,000 to $1,000,000	Executive Sponsor
Cost impact above $1,000,000	Integration Steering Committee
Any draw on management reserve	Executive Sponsor, regardless of amount
TSA exit date, Day 1 scope, synergy target	Steering Committee
Any application or vendor disposition	⚠ Steering Committee at any dollar value

Dispositions escalate on blast radius rather than on price, which is a deliberate departure from the thresholds above it. Reversing a decision to absorb a system might cost very little in the month it is taken, and invalidate nine months of interface build, a migration wave sequence and a synergy commitment already reported to the board. Approval authority follows consequence, and consequence is not always denominated in dollars.

Every change request states which constraint it protects and which it spends, against the Charter's priority order. That single field is what allows the change log to be audited against the Charter after the fact, rather than merely listed.

7. Integration Principles

Pre-agreed tie-breakers. Their purpose is to resolve the decisions nobody anticipated — the ones that would otherwise be settled by whoever is most senior in the room, or most insistent, on the day.

1. Day 1 is not integration.

Day 1 means associates are paid, claims adjudicate, members can use their coverage, and regulators have their filings. Anything else is Day 100 or later. Proposals that add scope to Day 1 are refused by default.

2. Do not integrate the thing you bought.

Where the target's capability is part of the investment thesis, the burden of proof sits with consolidation, not with preservation.

3. Decide pre-close; execute post-close.

Planning is permitted and free. Execution against the target before closing is prohibited and is never worth the risk.

4. Sequencing beats effort.

Almost nothing on this program accelerates because people work harder. It accelerates because a dependency was identified earlier. Effort is spent on finding dependencies, not on compressing them.

5. Scope defers with an owner and a date, or it does not defer.

Deferred scope moves to a named backlog with a named owner. Scope that merely stops being discussed has vanished, and a closeout report that cannot account for it is describing a different program.

6. Measure with evidence, not with assertion.

Gates are passed by demonstrating something — a reconciled control total, a completed restore, a parallel cycle run. "Complete" is a status; evidence is a result.

7. The people who know how it works may not be here next year.

Knowledge transfer is a deliverable with named receivers and acceptance criteria, never a by-product of the work happening.

Principles earn their keep in the arguments nobody planned for, which is why they are agreed before the arguments start. Every one of these will eventually be invoked against someone senior who wants a reasonable thing — a small addition to Day 1, an early vendor termination, a deferral nobody has to own. At that moment, a principle agreed in April by the same Steering Committee now being asked to override it is a far stronger position than a program manager's judgment on the day. The value is not the wisdom in them; it is that they were written down before anyone knew which one they would need.

8. Register of Subsidiary Plans

This plan is a hub. The detail lives in the documents below, each with its own owner and revision cycle.

Ref	Plan	Owner	Status at issue
10	Work Breakdown Structure	C. Tyrrell	In progress
11	Master Schedule	C. Tyrrell	In progress
12	Program Budget	J. Petrosyan	In progress
13	Synergy Realization Plan	J. Petrosyan	Planned
14	Resource Plan	C. Tyrrell	In progress
17	Communications Plan	A. Winterbourne	In progress
18	Change & Culture Plan	A. Winterbourne	Planned
19	Retention & Key Talent Plan	D. Marchbanks	In progress
20	Application Disposition Matrix	S. Achebe	Planned
21	Vendor & Contract Disposition Matrix	H. Castellow	Planned
22	TSA Schedule & Exit Plan	G. Threadgill	Planned
23	Data Migration & EMPI Strategy	Dr. A. Ravindran	Planned
24	Cloud Migration Strategy	B. Trammell	Planned
25	Integration Architecture & Interface Plan	R. Delacroix	Planned
26	Quality Plan	W. Ferriday	Planned
27	Legal Entity Consolidation Plan	F. Underhill	In progress
28	Risk Register	C. Tyrrell (administers)	Live
29	Day 1 Readiness & Cutover Runbook	R. Villanueva	Planned

Fifteen of the eighteen plans below this one do not exist yet on the date this document is issued, and saying so is more useful than implying otherwise. An integration management plan that presents a complete set of subsidiary documents five months before closing is either describing work that has not been done or was written after the fact. The register's job at this date is to name what will exist, who owns it, and what it depends on — so that a gap is visible as a gap rather than as an absence nobody noticed.

Table of Contents

1. The Integration Clock

2. Workstream Model — Paired Leadership

3. The IMO and What It Does Not Do

4. Rolling Wave Planning

5. Cadence and Reporting

5.1 Reporting principles

6. Change Control

7. Integration Principles

8. Register of Subsidiary Plans