2013-09-16 Brand Energy and Infrastructure Services Acquired from First Reserve by Clayton, Dubilier & Rice

Brand Energy & Infrastructure Services (“Brand”), a leading provider of specialty industrial services to North America’s energy markets, today announced that majority shareholder First Reserve has signed definitive agreements to sell the company to Clayton, Dubilier & Rice (“CD&R”) for an undisclosed amount. First Reserve is the largest global private equity firm exclusively focused on energy. The transaction is subject to certain regulatory approvals and is expected to close before the end of this year.

CD&R has separately agreed to acquire the Infrastructure division of Harsco Corporation (“Harsco Infrastructure”) and intends to merge Brand and Harsco Infrastructure creating a leading, single-source provider of specialized industrial services to the worldwide energy and infrastructure sectors. The combined company will be named Brand Energy & Infrastructure Services and Paul Wood will remain Chairman and Chief Executive Officer of the Company.

Paul Wood, Chairman and Chief Executive Officer of Brand said, “Since partnering with First Reserve in 2007, we have transformed Brand into the leading North American specialty industrial services provider. The integration with Harsco Infrastructure directly aligns with our company's strategy to expand our specialty service offering and geographic reach. The combination of these two groups of strong local operating companies and management teams creates a true global leader in both specialized industrial services and forming & shoring. The resulting global footprint will enable us to offer best in class operating capabilities to our customers in the growing energy and infrastructure markets, and we look forward to working with CD&R and Harsco.”

Tim Day, Managing Director and Co-Head of Buyout of First Reserve said, “Since originally acquiring the business in 2007, we have seen strong growth for Brand as Paul Wood and his team have executed on the successful strategy of building a leading specialty industrial services provider. During our ownership, Brand has capitalized on the benefits of increased spending on energy infrastructure across North America and is well positioned to continue growing. We have supported the Brand team with follow-on equity investments that facilitated eight add-on acquisitions that added incremental complementary services and an expanded geographic footprint. It has been an honor and a privilege to work alongside Paul Wood and the management team at Brand and we wish them the best for the future.”

Morgan Stanley acted as financial advisor to Brand and First Reserve. Simpson Thacher acted as legal advisor.

About Brand Energy

Brand Energy and Infrastructure Services is a leading provider of specialty services to North America’s energy markets. Its extensive portfolio of specialized industrial service offerings include scaffolding, coatings, insulation, refractory, forming & shoring, cathodic protection, mechanical services and other related crafts. The company also serves the infrastructure and commercial markets throughout North America and in strategic international regions. Brand operates in five key market segments: Upstream/ Midstream, Downstream, Power Generation, Industrial and Infrastructure. For additional information, visit www.beis.com.

About First Reserve

First Reserve is the largest global private equity firm exclusively focused on energy. With 30 years of industry insight, investment expertise and operational excellence, the Firm has cultivated an enduring network of global relationships and raised more than USD $23 billion of aggregate capital since inception. Putting these to work, First Reserve has completed more than 450 transactions (including platform investments and add-on acquisitions) on six continents. Its portfolio companies operate in approximately 50 countries and span the energy spectrum from upstream oil and gas to midstream and downstream, including resources, equipment and services and infrastructure. First Reserve has offices in Greenwich, CT; Houston; London and Hong Kong. Visit us at www.firstreserve.com for more information.

About CD&R

Founded in 1978, Clayton, Dubilier & Rice is a private investment firm. Since its inception, CD&R has invested in 56 U.S. and European businesses with an aggregate transaction value of approximately $90 billion. CD&R’s industrial investments in recent years include: Wilsonart, the former Decorative Surfaces division of ITW; Hussmann International, formerly a division of Ingersoll Rand; and Atkore International, formerly Tyco International's Electrical and Metal Products business. For more information, please visit www.cdr-inc.com.

###
MEDIA CONTACT
Olivia Offner
Prosek Partners
(212) 279-3115 ext 233
ooffner@prosek.com