Hill International Receives Commitment from Societe Generale for $165 Million
Debt Refinancing; Company Also Launches Equity Offering and Announces
Preliminary Second Quarter 2014 Results
MARLTON, N.J., July 28, 2014 (GLOBE NEWSWIRE) -- Hill International
(NYSE:HIL), the global leader in managing construction risk, made several
Hill announced that it has received a commitment from Société Générale to
provide a refinancing of the company's existing senior debt facilities. This
transaction, which is being arranged by Société Générale's U.S. broker-dealer
affiliate SG Americas Securities, LLC, will provide senior secured debt
facilities to Hill in the aggregate principal amount of $165.0 million.
The debt facilities consist of a six-year term loan facility of $120.0 million
and five-year revolving credit facilities totaling $45.0 million consisting of
a $30.0 million U.S. dollar-denominated facility to be made available to Hill
and a $15.0 million Euro-denominated facility to be made available to Hill's
subsidiary Hill International N.V. The revolving credit facilities include a
$35.0 million sub-limit for letters of credit with $25.0 million allocated to
the U.S. revolver and $10.0 million allocated to the international revolver.
The credit facilities are subject to the satisfaction of certain specified
conditions and are expected to close during August 2014.
The net proceeds of the new debt facilities, together with the net proceeds of
the equity offering described below, will be used to pay off and terminate
Hill's existing senior credit facility with a bank group led by Bank of
America, N.A. and the existing second lien term loan with funds managed by
Tennenbaum Capital Partners, LLC.
More detailed information on the commitment for these debt facilities can be
found in the Current Report on Form 8-K filed by Hill today with the U.S.
Securities and Exchange Commission.
Hill also announced the launch of a follow-on offering of 8,000,000 shares of
its common stock led by KeyBanc Capital Markets Inc. as sole book-running
manager. William Blair & Company, L.L.C., Houlihan Lokey Capital, Inc.,
Boenning & Scattergood, Inc., Sidoti & Company, LLC and SG Americas
Securities, LLC are serving as co-managers in connection with the offering.
The shares of common stock to be issued in the equity offering are registered
pursuant to a shelf registration statement that has been filed with and
declared effective by the U.S. Securities and Exchange Commission. The equity
offering may be made only by means of a prospectus supplement and the
accompanying prospectus. This press release does not constitute an offer to
sell or the solicitation of an offer to buy any shares of common stock or any
other securities of the company.
More detailed information on the equity offering can be found in the
preliminary prospectus supplement and accompanying prospectus relating to the
equity offering that were filed today with the U.S. Securities and Exchange
Commission and are available on its website at www.sec.gov. A copy of the
preliminary prospectus supplement and accompanying prospectus related to this
offering may be obtained from KeyBanc Capital Markets Inc., Attention: Equity
Syndicate, 127 Public Square, 4^th Floor, Cleveland, Ohio 44114 or by
telephone at (800) 859-1783.
Financial and Legal Advisors
Hill has been advised on these transactions by investment bank Houlihan Lokey
and by law firm Duane Morris LLP. Société Générale has been advised on the
debt transaction by law firm Milbank, Tweed, Hadley & McCloy LLP. KeyBanc
Capital Markets has been advised on the equity transaction by law firm Jones
Preliminary Results for Second Quarter 2014
Hill has not yet completed its June 30, 2014 financial statements. However,
the company announced that it currently expects the following financial
results for the three months ended June 30, 2014:
(in thousands, except per share data)
Preliminary Results for the
Three Months Ended
June 30, 2014
Total Revenue $159,639
Consulting Fee Revenue $144,515
EBITDA (as defined below) $10,594
Operating Profit $8,655
Net Earnings Attributable to Hill International $1,518
Earnings Per Share $0.04
In addition, the company's total backlog at June 30, 2014 was $972 million,
compared to $978 million at March 31, 2014.Twelve-month backlog at June 30,
2014 was $404 million, compared to $400 million at March 31, 2014.
The company's management believes earnings before interest, taxes,
depreciation and amortization, EBITDA, in addition to operating profit, net
income and other measures under United States generally accepted accounting
principles, or GAAP, is a useful indicator of Hill's financial and operating
performance and its ability to generate cash flows from operations that are
available for taxes, capital expenditures and debt service.EBITDA is not a
measure of financial performance under GAAP.Investors should recognize that
EBITDA might not be comparable to similarly-titled measures of other
companies.This measure should be considered in addition to, and not as a
substitute for or superior to, any measure of performance prepared in
accordance with GAAP.A reconciliation of EBITDA to the most directly
comparable GAAP measure follows:
Preliminary Results for the
Three Months Ended
June 30, 2014
Net Earnings Attributable to Hill $1,518
Interest and Related Financing Fees, net 5,646
Income Tax Expense 993
Depreciation and Amortization 2,437
Because the financial statements for the three months ended June 30, 2014 have
not yet been finalized, the above information regarding the period is subject
to change and actual results for the period may differ materially from the
preliminary results. Please see "Forward-Looking Statements" below. In
addition, preliminary results for the period are not necessarily indicative of
the results that may be expected for the year ending December 31, 2014 or any
other future period.
The preliminary financial results included in this press release have been
prepared by, and are the responsibility of, the company's management.
EisnerAmper LLP has not audited, reviewed, compiled or performed any
procedures with respect to the preliminary financial results. Accordingly,
EisnerAmper LLP does not express an opinion or any other form of assurance
with respect thereto.
About Hill International
Hill International with 4,400 employees in 100 offices worldwide, provides
program management, project management, construction management, construction
claims and other consulting services primarily to the buildings,
transportation, environmental, energy and industrial markets.Engineering
News-Record magazine recently ranked Hill as the ninth largest construction
management firm in the United States.For more information on Hill, please
visit our website at www.hillintl.com.
The Hill International, Inc. logo is available at
The preliminary results reported in this press release are projections based
on management's initial analysis of operating results and thus are
forward-looking statements.Although the quarter is completed, the company is
still in the early stages of its standard financial reporting closing
procedures. Accordingly, as we complete our quarter closing, our actual
results could differ from these projections.
In addition, other statements included in this press release which are not
historical in nature are forward-looking statements made pursuant to the safe
harbor provisions of the Private Securities Litigation Reform Act of 1995.
Forward-looking statements involve certain risks and uncertainties that could
significantly affect actual results and are subject to many factors including,
but not limited to, the company's ability to successfully complete the
proposed transactions discussed in this press release, including due to market
conditions and other factors, further review of the company's results as well
as application of accounting adjustments and estimates for the three months
ended June 30, 2014, modifications and termination of client contracts,
control and operational issues pertaining to business activities that the
company conducts pursuant to joint ventures with other parties, difficulties
the company may incur in implementing its acquisition strategy, the need to
retain and recruit key technical and management personnel, unexpected
adjustments and cancellations related to its backlog, its ability to
consummate the new debt facilities, the risk that our proposed lenders will
not be able to consummate the new debt facilities, its ability to consummate
the equity offering, special risks of international operations, including
uncertain political and economic environments, acts of terrorism or war,
potential incompatibilities with foreign joint venture partners, foreign
currency fluctuations, civil disturbances and labor issues, and special risks
of contracts with governmental entities, including the failure of applicable
governing authorities to take necessary actions to secure or maintain funding
for particular projects with the company, the unilateral termination of
contracts by the government and reimbursement obligations to the government
for funds previously received.Other factors that could cause the company's
actual results, performance or achievements to differ materially from that
contemplated by forward-looking statements are discussed under the heading
"Risk Factors" in the preliminary prospectus supplement, under the heading
"Risk Factors" and in other sections of the company's Annual Report on Form
10-K for the year ended December 31, 2013, as well as in its other reports
filed from time to time with the U.S. Securities and Exchange Commission.
These forward-looking statements are based on the company's current
expectations, estimates and assumptions and are subject to certain risks and
uncertainties.Although the company believes that the expectations, estimates
and assumptions reflected in its forward-looking statements are reasonable,
actual results could differ materially from those projected or assumed in any
of its forward-looking statements.The company does not intend, and undertakes
no obligation, to update any forward-looking statement other than as required
The company has filed a registration statement (including a prospectus) with
the SEC for the offering to which this communication relates. Before you
invest, you should read the prospectus in that registration statement and
other documents the issuer has filed with the SEC for more complete
information about the issuer and this offering. You may get these documents
for free by visiting EDGAR on the SEC Web site at www.sec.gov. Alternatively,
the Company, any underwriter or any dealer participating in this offering will
arrange to send you the prospectus if you request it by contacting KeyBanc
Capital Markets Inc. at (800) 859-1783.
CONTACT: Hill International, Inc.
John P. Paolin
Senior Vice President of Marketing and
The Equity Group Inc.
Senior Vice President
Hill International, Inc. Logo
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