Sparring Capital announces the acquisition of a majority stake in the group comprising of ITB Groupe and Tchoulfian, alongside its management team.
Resulting from the merger initiated in 2019 by Eric Stefanello, the two companies, Tchoulfian and ITB Groupe, founded in 1977 and 1987 respectively, provide a comprehensive range of insulation solutions for industrial and nuclear sites.
With around 220 employees, the Group has a national presence thanks to ITB Groupe’s three sites in Hauts-de-France and Tchoulfian site in Auvergne-Rhône-Alpes. It generated €31m in revenues in 2023.
As a key player in the French industrial insulation sector, the Group serves a clientele which includes major French and international blue-chip customers, mid-sized companies and SMEs operating in sectors such as nuclear, agribusiness, pharmaceuticals, chemicals and petrochemicals.
The Group offers complete, tailor-made solutions for all kinds of fluids, and is involved in both maintenance work on industrial and nuclear installations and in plant construction and modernization. These solutions contribute to the protection of industrial facilities and the improvement of their energy efficiency (thermal energy savings and reduction of greenhouse gas emissions). Related services, such as trace heating, thermal audits as well as the installation and manufacture of insulating blankets, are also managed in-house by the Group. The Group owns its scaffoldings, which are also available for lease for all the construction trades working within clients industrial sites.
The Group achieves and maintains all the accreditations required for these operations, enabling it to work in particularly demanding environments.
Over the coming years, the Group aims to accelerate its growth by benefiting from the sound business forecasts generated by France’s current re-industrialization dynamics as well as the emergence of new industrial fields (e.g. hydrogen, batteries). The Group would also benefit from strong demand for the solutions it offers to its clients, wich are aimed at optimizing their energy consumption and reducing their CO2 emissions, in the context of continued efforts towards energy efficiency by industrial players. It would also benefit from opportunities arising from the maintenance and development of France’s nuclear power plants over the next few years.
With the support of its new shareholder, the Group intends to implement an external growth strategy aimed at expanding its national footprint and enhancing its service offering with complementary business expertise.
As part of the transaction, Jean-Michel Allaert, current CEO of the ITB Groupe perimeter, will become CEO of the Group.
Jean-Michel Allaert, new CEO of the Group, comments: “Our industry is in the middle of major transformations, with new environmental regulations, rising energy costs, the decarbonization of industrial sites and the opening of new gigafactories – the prospects are not lacking. We are focused on continuing our development while maintaining our agility and customer proximity, and offering turnkey solutions near the field. The involvement of Sparring Capital will enable us to develop our offer in this direction, both through organic growth and through acquisitions on a national basis.”
Adrien de La Bouillerie, Senior Principal at Sparring Capital, added: “We were very interested in the Group’s positioning, its close relationship with its clients and the high quality of its teams, enabling it to become a key industrial insulation player addressing the challenges of energy efficiency of industrial sites and the reindustrialization of France. We are enthusiastic about the idea of accompanying the Group in its future development, serving French and international industrial organizations.”
Deal participants:
Sparring Capital
Arnaud Leclercq, Adrien de La Bouillerie, Raphaël Campion
Sellers
Den and Norden
Management
Jean-Michel Allaert, Xavier Masselin, Jean-Marc Romatif, Enzo Parizet , Marine Desmidts, Pierre Warnier, Virginie Levant
Senior lenders
Caisse d’Epargne Hauts-de-France – Guillaume Verschaeve
Société Générale – Anne-Laure Veauville
CIC Nord Ouest – Pierre Bulteau
Sell-side M&A advisors
Cairn Partners – Julien Sanier, Adrien Caillet, Asma Hanafi
Sell-side legal advisors
Tessler Avocats – Jean-François Tessler, Solène Tessler
Financial vendor due diligence
Advance Capital – Emmanuel Squinabol, Alexandra Fournier-Flageul, Geoffroy Tronel
Management legal advisors
Mermoz Avocats – Thomas Hermetet
Fidufrance – Denys Angeloglou
Senior lenders legal advisors
Agilys Avocats – Frédéricque Milotic, Samy Ayad, Soraya Rafi
Acquirer legal advisors
Corporate
Archers – Emily Pabot Du Chatelard, Pierre-Emmanuel Simon, Camille Biancone
Financing
Archers – Raphaële Cremona, Héloïse de Durand
Tax
Archers – Margaux Azoulay, Alexandre Franco
Social
Solveig Avocats – Odile Dupeyre
Financial due diligence
Mortier & Co – Boris Chedin, Gregoire Leclerc, Thao Dallas
Commercial due diligence
Archery Strategy Consulting – Antoine Kimmel, Manon De la Motte Saint Pierre
ESG due diligence
Sirsa – Baptiste Hetreau, Marion Dop, Enza Steriade
Other buyer advisors
Advance Capital – Olivier Bertron, Maxence Vœgelé