Client: SFC Solutions

As part of the Mutares portfolio, SFC Solutions serves a customer base that includes both global and local OEMs as well as Tier-1 suppliers with its Fluid Transfer Systems (FTS) solutions and sealing business. Headquartered in Częstochowa, Poland, and with additional locations in Poland, Spain, Morocco, Italy, India, France, and Germany, the automotive supplier generates revenue of approximately 180 million EUR with around 4,000 employees. The company produces FTS solutions for the automotive industry in its plants in Poland, Spain, and Morocco, and is among the top 10 players in Europe in this business segment. In Italy, production takes place for the sealing business, which supplies the automotive, industrial, and special vehicle markets. The locations in India deliver both sealing solutions and fuel and brake delivery systems for the automotive industry.

Initial Situation and Challenges

In early 2020, Mutares considered acquiring Cooper Standard’s sealing and fluid activities in Europe and India (rebranded as “SFC Solutions”). As the exclusive IT advisor for Mutares, we conducted the IT due diligence and supported the negotiations of the Sales and Purchase Agreement (SPA) and the Transitional Service Agreement (TSA) in IT/technological matters. When Mutares subsequently decided to make the purchase and reached an agreement with Cooper Standard, we were also awarded the contract for advising on and implementing the IT carve-out.
The sealing and fluid activities were fully integrated into Cooper Standard’s structures and systems, so the entire IT had to be separated from the group as part of the separation (IT carve-out). Together with Cooper Standard, a project plan for the IT carve-out, including ERP application migration and IT infrastructure separation, was established with a total duration of twelve months. After the transaction, SFC Solutions was to benefit from current e-mobility market trends and continue to grow as a standalone company as part of Mutares’ portfolio.

Solution

IT Due Diligence IT Carve-Out

The initial IT due diligence successfully identified the scope, costs, and risks of the upcoming IT carve-out, which were relevant for structuring the SPA and TSAs. After the signing of the transaction, we immediately began thorough Day 1 preparations to ensure uninterrupted business operations after closing.
To enable the carved-out business units to operate in the market as “SFC Solutions” from Day 1, the ~1,100 email accounts of IT users were quickly transitioned, among other measures. The subsequent IT carve-out encompassed the entire IT landscape, including three ERP systems, various CAD and production applications, and the complete IT infrastructure.
To implement the IT independence of SFC Solutions across all thirteen locations in Poland, Spain, Italy, India, France, and Germany, the project included:

• Migration of 3 ERP systems (1x Europe, 2x India)
• Separation and optimization of the entire IT infrastructure for ~1,100 IT users (client, network, hardware, software)
• Migration of >10 different CAD systems and >50 servers
• Optimization of existing and negotiation of new contracts with IT service providers
• Realignment of IT organization and IT strategy
• Implementation of an IT governance concept

Together with SFC Solutions’ internal IT team, we successfully completed the IT carve-out without operational interruptions and within the agreed TSA timeframe.

Transition to Standalone Operation

After the successful completion of the IT Carve-Out, SFC Solutions decided to continue working with us in partnership to ensure an efficient transition from the IT Carve-Out project to standalone operations (Transfer to Operate (TTO)). Accordingly, we remain the strategic IT Delivery Partner, providing the following services globally as an IT one-stop shop for SFC Solutions:

• 24/7 IT operations
• Cloud network operations
• Client backend management
• ERP operations SAP@Azure, improvement support
• Service Desk

“With digatus, SFC Solutions has a competent and flexible IT partner who successfully carried out the IT Carve-Out with expertise and personal commitment and now ensures 24/7 IT operations.”

Alessandro Iaccheo – Head of IT, SFC Solutions”

Customer Benefits

For Mutares and SFC Solutions, the main advantage was that they received IT Due Diligence, IT Carve-Out, and IT operations from a single source. Both Mutares and we were able to benefit from the shared experiences of previously successfully completed projects.
Through comprehensive IT Carve-Out expertise and consistent project management, we were able to carry out the separation and independence of SFC Solutions without interruption. Today, SFC Solutions is separated from the structures of its former parent company Cooper Standard and operates as an independent company in the market. The ERP systems, IT applications, and infrastructure were modernized during the transition, and the processes were aligned with the needs of the new, agile medium-sized business.