Industry News, trenchless people
ST. LOUIS, Feb. 16, 2021 (GLOBE NEWSWIRE) — Aegion Corporation (NASDAQ:AEGN), a leading provider of infrastructure maintenance, rehabilitation and protection solutions, today announced that it has entered into a definitive merger agreement with affiliates of New Mountain Capital, L.L.C., (“New Mountain”, and together with such affiliates “Buyer”), a leading growth-oriented investment firm headquartered in New York, in a transaction valued at approximately $963 million that will result in Aegion becoming a private company.
Under the terms of the agreement, Buyer will acquire all outstanding shares of Aegion common stock for $26.00 per share in cash. This represents a premium of approximately 21% over Aegion’s closing stock price of $21.45 on February 12, 2021, the last trading day prior to today’s announcement and a premium of approximately 28% to Aegion’s 30-day volume weighted average price as of February 12, 2021. The transaction, which was unanimously approved by the Aegion Board of Directors, is expected to close in the second quarter of 2021.
“We are pleased to reach this agreement with New Mountain, which is in the best interests of Aegion stockholders and enables them to realize immediate value at a significant cash premium for their investment,” said Stephanie Cuskley, Chairwoman of the Aegion Board. “Following a comprehensive evaluation of potential value-creation opportunities with our independent advisors over the last several years, the Board unanimously approved this transaction with New Mountain, which has a proven track record of supporting businesses through investments in R&D and capital expenditures that recognize the value of achieving differentiated long-term growth.”
“Over the past several years, we have actively reshaped Aegion into a more streamlined and focused company. This transaction provides stockholders a premium valuation, recognizes the value our team has created and represents a new chapter for our company,” said Charles R. Gordon, Aegion’s President and Chief Executive Officer. “As a private company, we will have the resources and long-term approach to build on our progress and further enhance our differentiated portfolio of technologies. We have met with the New Mountain team several times in recent years and are confident in their focus on supporting our business, our people and achieving our long-term goals. We look forward to working together with New Mountain as we continue to deliver transformational solutions to maintain, rehabilitate and protect critical infrastructure around the world.”
Harris Kealey, Managing Director at New Mountain Capital, commented, “We have long admired Aegion, its management team and talented employees, and we believe New Mountain can bring the key ingredients Aegion needs to continue on its successful trajectory. By combining Aegion’s existing strengths with our experience identifying and investing in high-quality growth businesses that provide infrastructure services, protection and maintenance across water, power and broad infrastructure assets, such as Inframark, Pearce Services and TRC Companies, Aegion will be well-positioned to advance its client offerings and technological capabilities through continued investments in its business. This will lead to new opportunities for employees and development of innovative solutions that protect communities and their infrastructure.”
Mr. Gordon will remain with the Company through the completion of the transaction to ensure a smooth ownership transition and continuity of operations. The acquisition recognizes the long and successful heritage of Aegion in St. Louis and in the many communities where Aegion and its subsidiaries operate across the globe. The talented management team and loyal employee base are critical to the day-to-day success of the Company, and there is no expectation to relocate the headquarters away from the metropolitan area. New Mountain also expects to maintain Aegion’s significant presence in its field offices around the world.
Upon the close of the transaction, New Mountain will review the previously announced sales process for Aegion’s Energy Services segment and determine what best positions the business for long-term success.
Transaction Details & Path to Completion
The transaction is expected to close in the second quarter of 2021 and is subject to Aegion stockholder approval, regulatory approvals and other customary closing conditions. The transaction is being financed through a combination of equity from affiliates of New Mountain and debt being provided by a combination of Jefferies, Credit Suisse and Deutsche Bank Securities Inc.
The Aegion Board of Directors recommends that Aegion stockholders approve the proposed merger and merger agreement. Aegion expects to hold a Special Meeting of Stockholders to consider and vote on the proposed merger and merger agreement as soon as practicable after the mailing of the proxy statement to its stockholders. Upon completion of the transaction, Aegion will become a privately held company and shares of Aegion common stock will no longer be listed on any public market.
Fourth Quarter and Fiscal Year 2020 Earnings Results
Aegion expects its fourth quarter and fiscal year 2020 earnings results to be in line with expectations. The Company intends to announce its results on March 10, 2021.
Advisors
Centerview Partners LLC is serving as exclusive financial advisor to Aegion, and Shearman & Sterling is serving as legal counsel. Jefferies and Houlihan Lokey are serving as financial advisors to New Mountain Capital, and Ropes & Gray is serving as legal counsel.
About Aegion Corporation (NASDAQ: AEGN)
Aegion combines innovative technologies with market-leading expertise to maintain, rehabilitate and strengthen infrastructure around the world. Since 1971, the Company has played a pioneering role in finding transformational solutions to rehabilitate aging infrastructure, primarily pipelines in the wastewater, water, energy, mining and refining industries. Aegion also maintains the efficient operation of refineries and other industrial facilities. Aegion is committed to Stronger. Safer. Infrastructure.®
More information about Aegion can be found at www.aegion.com.
Industry News, trenchless people
In his five years with Primus Line, John Moody has been instrumental in establishing Primus Line trenchless technology in the U.S. marketplace. He has been able to build strong customer relationships, attract new partners, and focus operators and utilities on the benefits of the product.
For John Moody, the biggest challenge facing the Canadian and U.S. markets is the shift from gravity lines to pressure pipes: “The failure rate in the pressure pipe segment with ductile iron and cast iron along with the challenges associated with asbestos cement pipe is increasing exponentially. Expertise and awareness is growing, but the transition from gravity piping to pressure piping is significant. This is where the 20 years of experience we have with Primus Line is critical.” That is why he sees it as his job to educate pipe owners about the real advantages and disadvantages of the various rehabilitation methods in each individual case. “Not just making a sale but building trust with the owner is the ultimate goal.”
Among other projects, John Moody was involved in the Fort Lauderdale drinking water emergency bypass kit and the rehabilitation of 18,000 feet of a 6 inch wastewater line at the Houston Oil Refinery. The latter project involved Primus Line’s longest pull-in in one piece in the U.S. to date (4,500 feet).
John Moody has been a salesman or project manager in the construction industry for over 25 years in areas including highway, water, stormwater and sewer. He has now spent the last ten years heavily involved in sales of pipe lining, spiral pipe and CIPP for pressure pipe.
In his new role, he will guide the market growth efforts and client sales of the Primus Line Inc. in the U.S. and Canada. Together with his team of four Area Sales Managers, he will continue to promote the trenchless technology and provide excellent technical solutions using the Primus Line® system. John Moody is sure: “2021 is going to be our best year yet!”
Contact
John Moody
Director of Sales
Mobile: +1 704-569-4460
john.moody@primusline.com
Industry News, trenchless people
Robbins Brand to continue under Global TBM Company
[SOLON, OH, February 8, 2021] Global TBM Company, newly established by industry veteran Lok Home, is proud to announce the recent purchase of substantially all the assets of The Robbins Company. The company will operate as Robbins and with Mr. Home as the President and CEO. The acquisition will result in a seamless transition for a number of ongoing projects throughout the world, as Robbins renews its commitment to service, quality underground equipment, and top-notch support that its customers have come to expect. For a brief message from Lok Home, view the video here.
Home said the company has a bright future as a result of the transaction. We are starting off the new year with a respectable backlog of orders,” he noted. “In 2021 and beyond, our clients can depend on Robbins to deliver high quality machines, and technically superior machines for very difficult projects,” said Home. “That’s where Robbins really stands out.”
Home went on to say that Robbins is starting 2021 with no significant bank or institutional debt. “We have many projects to look forward to,” he continued. “Robbins is currently delivering Crossover machines and TBMs equipped for challenging geological conditions in many countries including the U.S., Norway, India, China and Canada.” The company’s conveyor and small boring machine divisions will also continue to deliver equipment worldwide.
Home emphasized that Robbins has always been focused on building the best and strongest machines. He pledged that they will continue to do that. “We still have our strong engineering team and we plan to continue our many industry involvements including the International Tunneling Association (ITA) and its associate member organizations. We’re glad to be a part of this community and this industry,” Home added.
The company expects to continue with exciting new developments as well, including a soon-to-be-unveiled non-circular rock boring machine. Robbins remains focused on creativity and innovation to solve the industry’s greatest challenges.
About Robbins
Robbins is one of the world’s foremost developers and manufacturers of advanced, underground construction machinery. Headquartered in Solon, Ohio, USA, Robbins is a total supply firm offering customized Tunnel Boring Machines, conveyors, cutters, and more, as well as knowledgeable field service personnel and technical support. The company has been an active industry participant and innovator for nearly 70 years.
From the first modern Tunnel Boring Machine built in 1952 to recent innovations such as the Crossover TBM for varied ground conditions, Robbins engineering and innovations have made a success of the world’s most difficult tunneling projects.
View a message from Robbins President Lok Home: https://youtu.be/2ZO9X2gZ5Mg
Learn More: https://www.robbinstbm.com
Industry News, trenchless products
Program emphasizes safe rental operations for the COVID-19 pandemic and the future
FORT MILL, S.C. – Sunbelt Rentals, North America’s premier equipment rental company, announced it is participating in the American Rental Association’s (ARA) Clean. Safe. Essential. program. The program is aimed at raising awareness of the rental industry’s commitment to safety best practices related to COVID-19.
“Sunbelt Rentals is committed to the safety of our customers and employees and, from the outset of the pandemic, proactively introduced new safety and operational protocols,” says Katy Lovering, vice president of operational excellence at Sunbelt Rentals. “There is so much uncertainty right now and we want to help provide peace of mind in any way we can. Safeguarding our people and our customers is our number one priority.”
“We are pleased that Sunbelt Rentals has committed to the Clean. Safe. Essential. program and will be displaying the logo in each branch location,” says Tom Doyle, ARA vice president, program development. “There are over 3,500-member rental locations participating in this program. Through its participation, Sunbelt Rentals is demonstrating to employees and customers their priority and commitment to safety.”
By joining this program, Sunbelt Rentals branch locations receive a completion certificate as Clean. Safe. Essential. compliant and will have established uniform guidelines along with other rental companies in the industry. ARA previously reviewed Sunbelt’s extensive COVID-19 related safety and operational protocols and trainings and deemed them as compliant with the ARA’s Clean. Safe. Essential. program requirements.
Sunbelt Rentals will continue to work with ARA to advance the program through industry awareness and sharing of best practices.
To date, Sunbelt Rentals has already established curbside pickup of rental equipment, which will be a permanent offering, and can be requested via an online reservation or by phone. In addition, the company is following stringent sanitizing, cleaning and handling guidelines, per the CDC, and observing social distancing and the wearing of face coverings at its branches.
Customers are encouraged to reserve equipment online at sunbeltrentals.com.
Industry News, trenchless products
PELLA, Iowa – Vermeer Corporation announced today it has acquired electric-powered horizontal directional drilling (HDD) and fluid systems technology from Normag. Through this acquisition, Vermeer assumes the rights to develop, manufacture and distribute the proven fully electric HDD rigs, generator sets and fluid management systems, which are currently operating across Europe under the Normag brand.
As a world leader in the HDD and fluid management industry, this acquisition is a key part of the Vermeer strategy to meet growing demand for electric-powered worksite solutions.
The Normag electric HDD technology offers a unique integrated electric power system that optimizes efficiency across the generator set, drill rig and fluid management systems during operations. When connected to the electric grid, the system can operate as a fuel-free system. All systems have also been designed to match standard international shipping container dimensions to reduce the machine footprint, jobsite set-up time, complexity and cost.
“With this technology already proven in operations across Europe, our Vermeer team can now fast-track an electric HDD offering that helps operators better control their cost of operations and worksite impacts through reduced fuel use, near-zero emissions, limited noise and an overall smaller rig footprint,” said Vermeer President and CEO Jason Andringa. “This investment critically supports our innovation and product development focus to continually help customers optimize their worksite efficiency, while limiting environmental impact.”
The Normag HDD system technology has been in development for more than eight years in the Netherlands. It was purpose-built to help companies comply with European transportation and worksite regulations and meet their goals to lower their environmental and worksite impacts. Drill rig and fluid packages have been piloted with customers across Europe for the last several years. Because they are European-market ready and tested, Vermeer will focus first on introducing the products to the European customer base to support large-diameter underground infrastructure projects. Products will be sold under the Vermeer brand in partnership with Vermeer dealers.
All product development, engineering, marketing and production for the technology will immediately move to the Vermeer EMEA headquarters in Goes, Netherlands. Vermeer expects that its first rigs and fluid systems will be in production and ready for distribution in Europe by late 2021. That will likely include a system built around a 120-metric ton HDD rig, a 2,500-liter reclaimer and high-pressure pump. The company also plans to offer additional fluid systems in the first year to establish a range of reclaimers ranging from 750 to 3,000 liters per minute of cleaning capacity.
As the products get established in Europe, the company will look to introduce them in key global markets where electric systems are desired, including North America and Australia. The intent is to bring the products to those markets within the next 24-36 months.
Learn more about this acquisition at vermeer.com.
About Vermeer
Vermeer delivers a real impact in a progressing world through the manufacture of high-quality underground construction, agricultural, surface mining, tree care and environmental equipment. With a reputation for durability and reliability, that equipment is backed by localized customer service and support provided by independent dealers around the world. To learn more about Vermeer, products, the dealer network and financing options, visit vermeer.com.
Vermeer Corporation reserves the right to make changes in engineering, design and specifications; add improvements; or discontinue manufacturing at any time without notice or obligation. Equipment shown is for illustrative purposes only and may display optional accessories or components specific to their global region. Please contact your local Vermeer dealer for more information on machine specifications.
Industry News, trenchless people
It is with regret, but much fondness, that we remember the life and contribution of ISTT Chairman Emeritus Ted Flaxman who died December 8, 2020, aged 92.
Ted (EW) Flaxman, Fellow of the Institution of Civil Engineers, had a distinguished career with Binnie and Partners (now Black and Veatch). As Past President of the Institution of Public Health Engineers (IPHE), he chaired the organizing committee of the IPHE Conference “Trenchless Construction for Utilities,’’ the 1st No-Dig Event in 1985. In his concluding address, he proposed a series of international trenchless events, the formation of the International Society for Trenchless Technology (ISTT), an industry journal, and an annual prize for innovation.
With customary vigor, he made all of these promises happen, and ISTT was established in 1986. Ted served as its Chairman from 1986-2003 and as a Guarantor until 2016. In 1988 he was elected as a Fellow of the Royal Academy of Engineers. He received the Kurose Award in 1993 and the UKSTT’s Lifetime Achievement Award in 2014. Ted was Master of the Worshipful Company of Water Conservators in 1996 and with Ted Jackson he published a “Sweet and Wholesome Water-five centuries of the history of water bearers in London.”
A much accomplished leader, visionary and friend who did much to encourage generations of trenchless technologists, he had a keen wit and joked that his epitaph should be ‘Ted Flaxman fled taxman’!
Respectfully,
Dec Downey
Image caption: Ted Flaxman (right) with (from left) Rolf Bielecki, Dec Downey and Dr. Tohyama. Photo courtesy of Dec Downey.
