Deal Details

Merger of Harsco Corporation’s Infrastructure division with Brand Energy & Infrastructure Services, Inc.

---

Summary

About

Harsco Corporation (“Harsco”) (NYSE: HSC), in partnership with the private equity firm Clayton, Dubilier & Rice (“CD&R”), recently completed the merger of its Infrastructure division with Brand Energy & Infrastructure Services, Inc. (“Brand”), a portfolio company of First Reserve Corporation. The combination creates a new and independent global leader in specialized industrial services to the worldwide energy and infrastructure sectors. The total transaction value is approximately $2.5 billion, and the combined company will have revenue of approximately $2.9 billion with operations in approximately 246 locations worldwide.

Under the terms of the agreement, Harsco received cash proceeds of approximately $300 million and retained an approximate 29% equity interest in the combined company.

Harsco Infrastructure specializes in two core market sectors: providing construction services and industrial maintenance services. Within the construction sector, Harsco Infrastructure offers an innovative and engineered range of scaffolding, access, powered access, formwork, shoring and site safety services. For the industrial maintenance market, Harsco Infrastructure works with major facilities operators and contractors to supply multidiscipline services such as total access solutions, insulation, painting, blasting and cleaning for plant shutdowns, upgrades and maintenance. With over 10,000 employees worldwide, Harsco Infrastructure is the combination of four long-established Harsco companies: SGB and Hünnebeck in Europe, the Middle and Far East, Patent in North America and ESCO in South America.

Harsco Corporation’s diversified businesses serve major industries that are fundamental to worldwide economic development, including steel and metals production, construction, railways and energy. Harsco is headquartered in Camp Hill, Pennsylvania.

CD&R is a private equity firm founded in 1978. Since its inception, CD&R has invested in over 50 U.S. and European businesses with an aggregate transaction value of approximately $90 billion. CD&R is headquartered in New York, New York.

Brand is a provider of specialty multi-craft work access, corrosion protection and related services to the North American downstream energy infrastructure market. Brand operates in four key sectors: refining, Canadian oil sands, petrochemical and power generation. Brand is headquartered in Kennesaw, Georgia.

---

For additional information about this transaction, please contact: