HC2 Holdings, Inc. (“HC2”) (NYSE: HCHC), a diversified holding
company, announced today that its operating subsidiary DBM Global
Inc. (“DBM Global”) (OTC: DBMG), a family of companies providing
fully integrated structural and steel construction services, has
completed its previously announced acquisition of GrayWolf
Industrial, a premier specialty maintenance, repair and
installation services provider.
“Through this acquisition, which is expected to
be accretive to DBM Global’s annual Adjusted EBITDA by just over
$20 million and to provide what we believe will be stable free cash
flow, we will diversify our revenue and service offering beyond
fabrication and erecting into heavy maintenance and repair in the
petrochemical, pulp & paper, oil refinery and power markets,”
said Rustin Roach, President and Chief Executive Officer of DBM
Global. “We look forward to welcoming the GrayWolf team to the DBM
Global family and to offering a more extensive value proposition to
our existing customers, while also cross-selling to GrayWolf's
impressive list of blue-chip customers.”
“We believe GrayWolf’s strong culture,
outstanding reputation in the industry and complementary services
will allow DBM to reach more end-markets, while at the same time
helping to counter the cyclicality of the commercial construction
market given the long-term and recurring nature of GrayWolf’s
maintenance and service contracts,” said Philip Falcone, HC2’s
Chairman, Chief Executive Officer and President. “Through this
transaction, we are closer to our goal of making DBM a $1 billion
revenue and $100 million Adjusted EBITDA industrial services
company.”
For nearly 40 years, GrayWolf has developed an
outstanding reputation for on-time deliveries, commitment to safety
and furnishing quality services and products. GrayWolf provides
services including specialty welding, maintenance and rigging,
among others, to clients across the United States and select
international locations in a variety of heavy industrial and
mechanical industries, ranging from power to petrochemical to pulp
& paper to mining. The focus on maintenance and service is
complementary to the existing DBM Global fabrication and erection
capabilities.
The purchase price for the acquisition,
inclusive of $80 million of assumed debt of GrayWolf, was $135
million (subject to working capital adjustments), which was
financed with $15 million of cash from DBM Global’s balance sheet
and $40 million of cash from HC2’s insurance subsidiary via an
investment in DBM Global’s direct parent, DBM Global Intermediate
Holdco, and an $80 million term loan incurred by DBM Global used to
refinance the assumed debt of GrayWolf.
The Company also announced that Michael Lampert,
GrayWolf’s Chief Operating Officer (“COO”), has been appointed
Chief Executive Officer of the new GrayWolf subsidiary of DBM
Global, reporting to Rustin Roach. Mr. Lampert is a 30+ year
integrated sales, engineering, manufacturing and finance veteran
and has been with GrayWolf for the last decade. In his most
recent role as COO, he was responsible for all operations across
GrayWolf’s four business segments including sales and estimating,
project execution, safety, quality and human resources.
Previously, Mr. Lampert served as GrayWolf’s Chief Financial
Officer where he was responsible for all financial operations
across the business. Prior to joining GrayWolf in 2008, Mr.
Lampert spent nearly 20 years with Integrated Energy Technologies
where he served most recently as President based in Evansville,
Indiana. Mr. Lampert also served as a United States Air Force
officer and obtained a Master of Science and Bachelor of Arts
degree from Southern Illinois University.
Mr. Lampert commented, “On behalf of all the
GrayWolf team members, we look forward to being part of the DBM
Global and HC2 family and leveraging each other’s complementary
services, customer bases and culture to drive synergies across the
business.”
About HC2HC2 Holdings, Inc. is
a publicly traded (NYSE: HCHC) diversified holding company which
seeks opportunities to acquire and grow businesses that can
generate long-term sustainable free cash flow and attractive
returns in order to maximize value for all stakeholders. HC2
has a diverse array of operating subsidiaries across eight
reportable segments, including Construction, Marine Services,
Energy, Telecommunications, Life Sciences, Broadcasting, Insurance
and Other. HC2’s largest operating subsidiaries include DBM
Global Inc., a family of companies providing fully integrated
structural and steel construction services, and Global Marine
Systems Limited, a leading provider of engineering and underwater
services on submarine cables. Founded in 1994, HC2 is
headquartered in New York, New York. Learn more about HC2 and
its portfolio companies at www.hc2.com.
About DBM Global Inc.DBM Global
Inc. is focused on delivering world class, sustainable value to its
clients through a highly collaborative portfolio of companies which
provide better designs, more efficient construction and superior
asset management solutions. The Company offers integrated
steel construction services from a single source and professional
services which include design-assist, design-build, engineering,
BIM participation, 3D steel modeling/detailing, fabrication,
advanced field erection, project management, and state-of-the-art
steel management systems. Major market segments include commercial,
healthcare, convention centers, stadiums, gaming and hospitality,
mixed use and retail, industrial, public works, bridges,
transportation, and international projects. The Company,
which is headquartered in Phoenix, Arizona, has operations in
United States, Australia, Canada, India, New Zealand, Philippines,
Thailand and the United Kingdom.
Cautionary Statement Regarding
Forward-Looking StatementsSafe Harbor Statement Under the
Private Securities Litigation Reform Act of 1995: This release
contains, and certain oral statements made by our representatives
from time to time may contain, forward-looking statements.
Generally, forward-looking statements include events, results,
strategies and expectations and are generally identifiable by use
of the words “believes,” “expects,” “intends,” “anticipates,”
“plans,” “seeks,” “estimates,” “projects,” “may,” “will,” “could,”
“might,” or “continues” or similar expressions. The
forward-looking statements in this press release include, without
limitation, statements regarding our expectation regarding building
shareholder value. Such statements are based on the beliefs
and assumptions of HC2’s management and the management of HC2’s
subsidiaries and portfolio companies. HC2 believes these
judgments are reasonable, but you should understand that these
statements are not guarantees of performance or results, and HC2’s
actual results could differ materially from those expressed or
implied in the forward-looking statements due to a variety of
important factors, both positive and negative, that may be revised
or supplemented in subsequent reports on Forms 10-K, 10-Q and
8-K. Such important factors include, without limitation, the
ability of our subsidiaries (including, target businesses following
their acquisition) to generate sufficient net income and cash flows
to make upstream cash distributions, capital market conditions, our
and our subsidiaries’ ability to refinance existing debt, identify
any suitable future acquisition opportunities, efficiencies/cost
avoidance, cost savings, income and margins, growth, economies of
scale, combined operations, future economic performance, conditions
to, and the timetable for, completing the integration of financial
reporting of acquired or target businesses with HC2 or the
applicable subsidiary of HC2, completing future acquisitions and
dispositions, litigation, potential and contingent liabilities,
management’s plans, changes in regulations and taxes.
These risks and other important factors
discussed under the caption “Risk Factors” in our most recent
Annual Report on Form 10-K filed with the Securities and Exchange
Commission (“SEC”), and our other reports filed with the SEC could
cause actual results to differ materially from those indicated by
the forward-looking statements made in this press release.
You should not place undue reliance on
forward-looking statements. All forward-looking statements
attributable to HC2 or persons acting on its behalf are expressly
qualified in their entirety by the foregoing cautionary
statements. All such statements speak only as of the date
made, and HC2 undertakes no obligation to update or revise publicly
any forward-looking statements, whether as a result of new
information, future events or otherwise.
For information on HC2 Holdings, Inc., please
contact:
Andrew G. BackmanManaging DirectorInvestor
Relations & Public Relationsabackman@hc2.com212-339-5836
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