Aegion Corporation (Nasdaq Global Select Market: AEGN) today completed the acquisition of Brinderson, L.P. announced last week. The transaction purchase price was $150 million.
J. Joseph Burgess, Aegion’s President and Chief Executive Officer, commented, “We are pleased to complete this important acquisition enhancing Aegion’s ability to generate sustainable growth, increase cash flow from operations and improve return on invested capital. Brinderson opens a new end market for Aegion. It gives our Company an entry “inside the fence” in what we believe is a growing segment of the US energy market.”
Primarily focused on serving large oil and gas customers in California, Brinderson’s competitive advantages include its industry-leading safety record, a strong reputation for reliability and quality and comprehensive solutions needed for major upstream and refinery maintenance, repairs and retrofits.
Brinderson derives approximately 75 percent of its revenues from recurring activities. Aegion’s Energy & Mining revenues from recurring operating and maintenance activities, inclusive of the Brinderson acquisition, are expected to exceed 50 percent, compared to 45 percent prior to the acquisition. For the twelve months ended March 31, 2013, Brinderson’s revenues totaled approximately $231 million and adjusted EBITDA was $23.8 million.
Aegion Enters Into a New Credit Facility
Aegion has entered into a new $650 million senior secured credit facility with a syndicate of banks. Bank of America, N.A. served as the administrative agent. Merrill Lynch Pierce Fenner & Smith Incorporated, JPMorgan Securities LLC, and U.S. Bank National Association acted as joint lead arrangers and joint book managers in the syndication of the credit facility.
The credit facility consists of a $300 million five-year revolving line of credit and a $350 million five-year term loan facility. The Company drew $385.5 million from the new facility on July 1, 2013 for the following purposes: (1) to pay the $150 million cash purchase price for the Company’s acquisition of Brinderson, L.P., which closed on July 1, 2013; (2) to retire $232.3 million in indebtedness outstanding under the Company’s prior credit facility; and (3) to fund expenses associated with the new credit facility and the Brinderson acquisition. This new facility replaces the Company’s $500 million credit facility.