HARSCO CORP
8-K, EX-99.2, 2000-06-30
FABRICATED STRUCTURAL METAL PRODUCTS
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                                                                    Exhibit 99-2

Contact:  Kenneth Julian (Media)             Eugene Truett (Analysts)
          (717) 730-3683                     (717) 975-5677
          [email protected]                 [email protected]


FOR IMMEDIATE RELEASE
---------------------

             HARSCO OBTAINS MOWLEM SHAREHOLDER APPROVAL TO SGB GROUP
          ACQUISITION OFFER; HARSCO DECLARES OFFER UNCONDITIONAL AS TO
                                   ACCEPTANCES

         HARRISBURG, PA (June 9, 2000) . . . Harsco Corporation (NYSE: HSC)
announced today that the shareholders of UK-based John Mowlem & Company PLC have
approved the acceptance of Harsco's offer for Mowlem's 50.96 percent holding in
SGB Group, one of Europe's largest suppliers of scaffolding, forming and related
access products and services. Harsco said it is now declaring its offer for the
remaining issued shares of SGB to be unconditional as to acceptances.

         Harsco Chairman and CEO Derek C. Hathaway said, "We are pleased by this
result, and hope that the remaining SGB shareholders will also accept our offer
shortly. We look forward to working with the SGB team to build a mutually
successful future."

         Harsco is offering 250 pence (approximately $3.77) in cash per SGB
share. Harsco said that regulatory approvals for the acquisition have been
obtained in the US and Germany, and that approvals from British and Dutch
authorities are expected to be obtained shortly. Harsco expects to make its
offer wholly unconditional after these approvals are obtained.

         The proposed acquisition, the largest in Harsco's history, will
significantly advance Harsco's strategic growth in its services-related
businesses. Following the transaction, Harsco expects that services-related
revenues will account for approximately 60 percent of the company's total
revenues on a pro-forma basis.

         Harsco Corporation is a $1.7 billion multinational provider of services
and products serving strategic worldwide markets from more than 300 locations in
over 30 countries. Additional information about Harsco can be found at
www.harsco.com.


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         Harsco notes that forward-looking statements in this announcement
involve risks and uncertainties. Actual results could differ materially from the
expectations or assumptions expressed or implied herein. Factors which could
affect actual results include changes in the worldwide business environment in
which the Company operates; changes in governmental laws and regulations,
including taxes; market and competitive changes, particularly in the steel
producing, industrial gas, and infrastructure industries which the Company
serves; and other factors listed from time to time in the Company's SEC reports.
The Company does not intend to update this information and disclaims any legal
liability to the contrary.

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