Harsco Corporation (HSC) Sells Stake in Brand Energy & Infrastructure Services for $232M

September 15, 2016 4:23 PM EDT

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Harsco Corporation (NYSE: HSC) announced that it has sold its 26 percent interest in Brand Energy & Infrastructure Services, Inc. (“Brand”), its joint venture with Clayton, Dubilier & Rice (“CD&R”), to Brand. The total value realized from the transaction is approximately $232 million, including the termination of certain obligations of the Company under the joint venture arrangement with CD&R. Harsco received cash of $145 million today with the closing of the transaction, which is net of satisfying the remaining pension obligations to Brand. This transaction values Harsco’s interest in Brand at approximately 8.5x 2015 adjusted EBITDA. The Company intends to use the cash proceeds to reduce outstanding debt. Other significant benefits to Harsco could include reduced interest costs, increased flexibility with future financings and the potential usage of a capital loss carryforward.

“The formation of the Brand JV a few years ago was our first major step in the transformation of Harsco,” said President and CEO Nick Grasberger. “Since that time we have valued our partnership with CD&R and have been pleased with the performance of the Brand business in a difficult market environment. The decision to sell our interest in Brand at this time reflects our desire to further reduce the complexity of the Harsco portfolio, strengthen our balance sheet and improve financial flexibility.”

Harsco expects to record a non-cash accounting loss on this equity investment of approximately $45 million, or a loss of $0.56 per share after tax in the third quarter 2016. This transaction has no impact on the Company’s 2016 Outlook for adjusted operating income and free cash flow as disclosed with its second quarter results on August 4, 2016.



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