Slide 1: Investor Presentation: Acquisition of Clean Earth, Divestiture of Air-X-Changers
Investor Presentation Acquisition of Clean Earth Divestiture of Air-X-Changers May 9, 2019 © 2019 Harsco Corporation. All Rights Reserved. This document and the information set forth herein are the property of Harsco Corporation.
Slide 2: Safe Harbor Statement
SAFE HARBOR STATEMENT Conference Call and Access to Information More information on Harsco's acquisition of Clean Earth and sale of Air-X-Changers, including the Company’s press releases issued today and this presentation, is available on the Investor Relations portion of Harsco’s website. Company m
Slide 3: Agenda
AGENDA Review compelling strategic benefits, and business alignment of Clean Earth acquisition Summary of Clean Earth transaction Overview of the Clean Earth business model Attractive market opportunity for specialty environmental services Multiple growth levers for Clean Earth Overview of synergy o
Slide 4: Two Transactions That Position Harsco as Leading Global Provider of Environmental Solutions
TWO TRANSACTIONS THAT POSITION HARSCO AS LEADING GLOBAL PROVIDER OF ENVIRONMENTAL SOLUTIONS Accelerates Harsco’s environmental strategy and transformation to single thesis company Optimizes the portfolio with a focus on value creation Decreases complexity and earnings volatility with focus on high g
Slide 5: Clean Earth Is a Strong Fit and Logical Expansion of Harsco's Portfolio
CLEAN EARTH IS A STRONG FIT AND LOGICAL EXPANSION OF HARSCO’S PORTFOLIO Key Facts and Figures(1) 2019E Provides entry into adjacent, high-margin 2019E environmental services markets with significant Synergy Adj. Revenue ~$300 ~$75 ($MM) EBITDA regulatory barriers of entry ($MM) Diverse industrial cu
Slide 6: Summary of Transaction: Clean Earth Acquisition
SUMMARY OF TRANSACTION: CLEAN EARTH ACQUISITION $625 million purchase consideration, all cash Purchase Price Subject to post-closing adjustments Expected Full Year Revenue: ~$300 million 2019 Impact Adjusted EBITDA: ~$65 million Synergies Harsco expects to achieve up to $10 million in annu
Slide 7: Clean Earth: Diverse Customer Base and Industry Exposure, with Operational Expertise
CLEAN EARTH: DIVERSE CUSTOMER BASE AND INDUSTRY EXPOSURE, WITH OPERATIONAL EXPERTISE CUSTOMER CLEAN EARTH VALUE WASTE STREAMS (WASTE GENERATOR) TREATMENT CAPABILITIES PROPOSITION Contaminated Industrial Infrastructure Materials Solvents Thermal Desorption Power & Manufactured Dredged Utilities Gas P
Slide 8: Clean Earth: Business Line Overview
CLEAN EARTH: BUSINESS LINE OVERVIEW Contaminated Materials Hazardous Waste Dredge % of Revenue ~50% ~40% ~10% Provides tracking, testing, processing, Treats dredge material from both Treats contaminated soil generated from Description recycling, and disposal services for maintenance and environmenta
Slide 9: Attractive Market Fundamentals
ATTRACTIVE MARKET FUNDAMENTALS Large Addressable Market Diverse Customers and Industry Exposures U.S. Addressable Market: Limited Customer ~$8 billion Concentration Dredge Material 4% Widely diversified base of customers Highly fragmented industry provides across a variety of industries ample runway
Slide 10: Growth Opportunities
GROWTH OPPORTUNITIES Recent Examples by Business Line Continued market Growing list of Permit Modifications: 220 active permits with penetration through materials designated Hazardous 14+ permit modifications pending approval new permits and Materials and a 100% success rate on permit renewals as Ha
Slide 11: Summary of Transaction: Air-X-Changers Divestiture
SUMMARY OF TRANSACTION: AIR-X-CHANGERS DIVESTITURE $592 million all cash, subject to post-closing adjustments Purchase Price Translates to 12x TTM EBITDA, including value for acquired tax attributes Proceeds will be used to repay debt to maintain a conservative, flexible and low-cost capital s
Slide 12: Pro Forma Financial Overview
PRO FORMA FINANCIAL OVERVIEW Harsco Harsco + Clean Earth Harsco + Clean Earth - Air-X-Changers 16% 14% Metals & Minerals 16% Metals & Minerals Metals & Minerals 2018A Sales 14% Industrial Industrial 16% by Segment 22% Industrial 53% 62% Rail 60% Rail 19% 9% Rail Clean Earth Clean Earth 24% N. Americ
Slide 13: Appendix
Appendix © 2019 Harsco Corporation. All Rights Reserved. This document and the information set forth herein are the property of Harsco Corporation.
Slide 14: Reconciliation of Non-GAAP Measures
RECONCILIATION OF NON-GAAP MEASURES HARSCO CORPORATION RECONCILIATION OF PROJECTED EBITDA AND PROJECTED ADJUSTED EBITDA EXCLUDING UNUSUAL ITEMS TO OPERATING INCOME (LOSS) (Unaudited) (-) Harsco Corporation - (In millions) Harsco Corporation (+) Clean Earth (A) Harsco Air-X-Changers After Transaction
Slide 15: Copyright notice
© 2019 Harsco Corporation. This document and its contents remains the property of Harsco Corporation. Any disclosure and/or copying of this document and/or its contents without the prior written approval of Harsco Corporation is prohibited. All Rights Reserved 15