PITTSBURGH, Aug. 12, 2022 (GLOBE NEWSWIRE) — L.B. Foster Company (Nasdaq: FSTR), a global solutions provider of products and services for the rail and infrastructure markets, today announced that its wholly-owned subsidiary, CXT Incorporated, has acquired the operating assets of VanHooseCo Precast LLC, a privately-held business headquartered in Loudon, Tennessee specializing in precast concrete walls, water management products, and traditional precast products for the industrial, commercial and residential infrastructure markets. VanHooseCo’s ~100 employees will be retained by CXT at VanHooseCo’s existing manufacturing site in Loudon, near Knoxville, and a new facility being commissioned in Lebanon, TN near Nashville. Revenues for VanHooseCo’s most recently completed fiscal year ended December 31, 2021 totaled ~$28 million, with net income of $1.4 million and adjusted EBITDA of ~$7.2 million (see Non-GAAP Disclosures section of this release).
Under the terms of the definitive Asset Purchase Agreement between CXT and VanHooseCo, the Company paid $50.5 million for the business, subject to holdbacks for customary indemnification and retention obligations and a post-closing working capital adjustment (the “Transaction”). In connection with the Transaction, the Company also entered into a license agreement for the ENVIROCAST® pre-insulated concrete walls and ENVIROKEEPER® water retention and management product lines. The acquisition expands L.B. Foster’s addressable market to include commercial and residential developers, as well as state and local agencies in Tennessee and surrounding states and provides a platform for further investment and organic growth in the expanding precast concrete infrastructure market.
John Kasel, L.B. Foster’s President and Chief Executive Officer, commented, “We are excited to take another important step in our transformation journey by joining VanHooseCo with our market leading CXT® Precast Concrete business, establishing a robust platform for future investment and growth. During the diligence process, we were inspired by the entrepreneurial spirit of the VanHooseCo team. Our transaction team, led by Bill Treacy, our Chief Growth Officer, identified significant synergies that are expected to make the combined business a force in the growing precast concrete infrastructure market for years to come. Along with our recently announced Rail Technologies acquisitions in the UK, these investments demonstrate commitment to our strategy to transform L.B. Foster into a technology-focused, high-growth infrastructure solutions provider.”
Jeff VanHoose, Chief Executive Officer and owner, and Don Atkins, President, of VanHooseCo, both of whom will remain with the business, also commented, “Joining forces with L.B. Foster should help us unlock the opportunities we see expanding in our core markets and provides access to capital and resources to help accelerate our growth. Our business has been growing since the beginning of the year and joining the L.B. Foster family is well-timed as we bring our Lebanon facility online and look to further expand our market reach. Since 1998, our team has built a strong business here in Tennessee and we will benefit from being part of a well-respected company with 120 years of excellence.”
In connection with the Transaction, L.B. Foster also announced that it has amended its Fourth Amended and Restated Credit Agreement (the “Credit Agreement”) to obtain approval for the VanHooseCo acquisition and temporarily modify certain financial covenants to accommodate the Transaction. The Credit Agreement was also modified to allow for the conversion from LIBOR-based to SOFR-based borrowings.
L.B. Foster employs approximately 1,300 worldwide. For information on both companies, visit www.lbfoster.com and www.vanhooseco.com.
About L.B. Foster Company
Founded in 1902, L.B. Foster Company is a global solutions provider of engineered, manufactured products and services that builds and supports infrastructure. The Company’s innovative engineering and product development solutions address the safety, reliability, and performance needs of its customer’s most challenging requirements. The Company maintains locations in North America, South America, Europe, and Asia. For more information, please visit www.lbfoster.com.
