Harsco Corporation said its board unanimously determined to pursue strategic options for the separation of the company’s Metals & Minerals segment from the Industrial and Rail businesses and Brand joint venture.
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The company has authorized its lead advisor, Goldman, Sachs & Co. to commence a formal process to evaluate all options for implementing a separation of Metals & Minerals, including but not limited to a potential sale or tax-free spinoff.
“Over the past two years, we have executed several initiatives to transform Harsco’s portfolio and stabilize and strengthen each of our businesses for success,” said Nicholas Grasberger, the company’s president and chief executive officer.
“Following a careful analysis of Harsco’s portfolio of businesses with the assistance of independent financial and legal advisors, our Board believes that now is the right time to explore alternatives for the separation of our Metals & Minerals business from Industrial and Rail.
“A separation of our Metals & Minerals business would represent the next logical step in our effort to optimize Harsco’s portfolio for the benefit of our customers, partners and employees, and unlock value for our shareholders.
A separation of this business could allow each entity to benefit from dedicated capital structures, execute tailored and flexible strategic priorities and optimize capital return policies consistent with their unique priorities.
“While the evaluation process is ongoing, we will continue to take aggressive actions to improve free cash flow and return on invested capital in our Metals & Minerals business and scale our Industrial and Rail businesses, both organically and through acquisitions, to drive sustainable top- and bottom-line growth.”
Beginning with the 2013 formation of the Brand joint venture for the Infrastructure business, which allowed Harsco to become a more nimble and less capital intensive platform, Harsco has focused on two fronts – scaling its Industrial and Rail businesses and transforming its Metals & Minerals business. Through Project Orion, the Company has taken significant steps to streamline the Metals & Minerals workforce, optimize processes and enhance operational standards.
Today, Metals & Minerals is a more lean and disciplined organization with an improved competitive position supported by a stronger portfolio of contracts.
Looking ahead, Harsco will continue to benefit from its stake in the Brand joint venture and look for opportunities to strategically invest in its Industrial and Rail businesses, positioning each to capitalize on the growth opportunities in the U.S. and internationally.
Harsco expects to commence a formal strategic review process in the next several weeks. ■