ATLANTA – Aquilex Holdings LLC (“Aquilex” or the “Company”) today announced that, pursuant to its previously announced voluntary exchange offer (the “Exchange Offer”) for its outstanding 11⅛ Senior Notes due 2016 (the “Senior Notes”), as of 5:00 p.m., New York City time, on Friday, January 27, 2012, the Company received valid tenders from holders of $221,253,000 principal amount of the Senior Notes, representing approximately 98.33% of the $225 million outstanding principal amount of the Senior Notes.

The Company also announced that, with the consent of the administrative agent for the Company’s existing senior secured credit facility and holders of two-thirds of the Senior Notes, pursuant to the terms of the restructuring support agreement that the Company entered into on December 23, 2011, it has waived the minimum percentage of the Senior Notes required to be tendered in the Exchange Offer in order to satisfy the conditions to consummation of the Exchange Offer. As a result, all of the conditions to the consummation of the Exchange Offer have been satisfied and the Exchange Offer has expired. The Company expects to consummate the Exchange Offer, the related Rights Offering and its overall restructuring transaction no later than Friday, February 3, 2012. In connection with the Rights Offering, the holders of its Senior Notes will invest $80 million of new capital into the Company.

Once completed, the restructuring will reduce Aquilex’s outstanding debt by 70%, or approximately $318 million, and debt service costs will decline by 69% to approximately $13 million annually. This reduction in debt and associated interest payments, coupled with the Company’s cash position of $36.5 million as of Friday, January 27, 2012, and new $50 million revolving credit facility, significantly bolsters the Company’s balance sheet and improves its capital structure. In conjunction with the completion of the restructuring, affiliates of Centerbridge Partners, L.P. will be the controlling shareholder of Aquilex.

Bill Varner, President and Chief Executive Officer of Aquilex, said, “We are pleased that we will shortly complete our Exchange Offer and Rights Offering. Upon closing, with our improved capital structure we will have the financial flexibility necessary to invest in the business to better serve our customers, and we will remain a solid partner with our vendors.”

The Exchange Offer and the related Rights Offering were commenced on December 23, 2011, pursuant to a restructuring support agreement entered into by the Company and holders of its first lien debt, second lien debt, Senior Notes and equity interests. During the restructuring process, all trade creditors have received, and will continue to receive, payment in full in the ordinary course.

Rothschild Inc. is acting as financial advisor and investment banker and Richards, Layton & Finger is acting as legal advisor to Aquilex in connection with the restructuring. Alvarez & Marsal is acting as restructuring advisor to the Company.

Aquilex Holdings LLC is the parent of Aquilex Corporation, a leading provider of critical maintenance, repair and industrial cleaning solutions to the energy industry. Through our divisional and branch offices in the United States, Europe and the Middle East, we provide our services to a diverse global base of over 600 customers, primarily in the oil and gas refining, chemical and petrochemical production, fossil and nuclear power generation and waste-to-energy industries.

Important Information About The Restructuring

The new securities issued pursuant to the financial restructuring transaction have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws. Therefore, the new securities may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and any applicable state securities laws.

This news release does not constitute an offer to sell or buy, nor the solicitation of an offer to sell or buy, any securities referred to herein, nor is this news release a solicitation of consents to or votes to accept any Chapter 11 plan. Any solicitation or offer will only be made pursuant to an offering memorandum and disclosure statement and only to such persons and in such jurisdictions as is permitted under applicable law.

Cautionary Statement Regarding Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements can be identified by the use of forward-looking terminology such as “expect,” “will,” “would,” “likely,” “anticipate,” “look forward,” “upon,” or the negative thereof or comparable terminology, in addition to all statements with respect to Aquilex’s expectations for the potential restructuring of Aquilex’s indebtedness, for any consents or agreements to be obtained from Aquilex’s creditors and the closing of the restructuring. These statements are not historical facts and represent only Aquilex’s beliefs regarding future events, and you are cautioned that Aquilex’s business, operations and any potential debt restructuring are subject to a variety of risks and uncertainties, many of which are beyond Aquilex’s control. Consequently, actual events may differ materially from those projected by any forward-looking statements. Factors that could cause actual events to differ materially from those projected include, but are not limited to, risks and uncertainties surrounding the eventual outcome of any restructuring of the Company’s debt, including but not limited to Aquilex’s ability to successfully reduce the principal amount of certain of its existing debt, obtain necessary creditor consents or court approvals for any restructuring plan and access sufficient sources of liquidity; risks and uncertainties relating to potential litigation in connection with the restructuring; and risks and uncertainties regarding any adverse effect the restructuring may have on the manner in which the Company is perceived by the markets and its creditors, customers, vendors and employees. These factors also include the risks and uncertainties described under “Item 1A. Risk Factors,” in Aquilex’s 2010 Annual Report on Form 10-K, as filed with the SEC on March 31, 2011; and under “Part II, Item 1A. Risk Factors,” and “Cautionary Statement Regarding Forward-Looking Statements,” in Aquilex’s Quarterly Report on Form 10-Q, for the third quarter of 2011, filed with the SEC on November 14, 2011. Aquilex’s forward-looking statements contained herein speak only as of the date hereof, and the Company makes no commitment to revise or update any forward-looking statements in order to reflect events or circumstances after the date any such statement is made. If the Company does revise or update one or more forward-looking statements, you should not conclude that it will make additional revisions or updates with respect thereto or with respect to the other forward-looking statements, except as required by law.

Contacts
Aquilex Holdings LLC
Investor Relations:
Jay W. Ferguson, 404-869-5221
Chief Financial Officer
or
Joele Frank, Wilkinson Brimmer Katcher
Media:
Michael Freitag / Andrew Siegel, 212-355-4449

ATLANTA-Aquilex Holdings LLC (“Aquilex” or the “Company”) today announced that it has extended its previously announced voluntary exchange offer (the “Exchange Offer”) for its outstanding 11⅛ Senior Notes due 2016 (the “Senior Notes”) through Friday, January 27, 2012, at 5:00 pm New York City time. The Company has also extended the related rights offering (the “Rights Offering”) for eligible holders that tender their Senior Notes in the Exchange Offer and elect the Equity Exchange Option thereunder through Monday, January 30, 2012, at 5:00 pm New York City time. The Exchange Offer and related Rights Offering were commenced on December 23, 2011, pursuant to a restructuring support agreement entered into by the Company and holders of its first lien debt, second lien debt, Senior Notes and equity interests. During the restructuring process, all trade creditors have received, and will continue to receive, payment in full in the ordinary course.

According to Epiq Systems, Inc., which is acting as the Exchange and Information Agent for the Exchange Offer, through 5:00 p.m., New York City time, on Wednesday, January 25, 2012, tenders for exchange pursuant to the Exchange Offer aggregated $221,145,000 principal amount of the Senior Notes and tenders for purchase for cash pursuant to the Exchange Offer aggregated $95,000 principal amount of the Senior Notes, together representing approximately 98.33% of the outstanding principal amount of the Senior Notes.

“We are pleased with the support we have received for the Exchange Offer. The Company is optimistic that we will be able to complete our restructuring before the end of next week. The extension is primarily related to completing documentation associated with the exit financing and receiving a small amount of additional Senior Notes tendered into the Exchange Offer. We have made a tremendous amount of progress, and we are confident in our ability to close the transaction shortly,” said Bill Varner, President and Chief Executive Officer of Aquilex. “Upon completion of the Exchange Offer, we will have significantly delevered our balance sheet and strengthened our financial flexibility so that we may continue investing in the business to better serve our customers. Throughout this process, we will continue to focus on operating our business as usual and our worldwide operations will continue without interruption.”

Aquilex also announced today an increase in the size of the Exit Revolver to be entered into on the closing date of the restructuring, from $40 million to $50 million. GE Capital has committed to provide the $50 million Exit Revolver facility, subject to certain conditions. The Company intends to borrow $10 million under the Exit Revolver on the closing date to repay an additional portion of the loans outstanding under the Company’s existing first lien credit agreement, with the result that the principal amount of the Company’s term loan outstanding following the closing of the restructuring will be reduced from approximately $132.8 million to $122.8 million. The remaining capacity under the Exit Revolver will be used to fund seasonal increases in working capital and for general working capital and general corporate purposes.

Aquilex also announced today that the solicitation of votes on the Company’s alternative in-court Chapter 11 Plan of Reorganization has been extended through Friday, January 27, 2012, at 5:00 pm New York City time.

Rothschild Inc. is acting as financial advisor and investment banker and Richards, Layton & Finger is acting as legal advisor to Aquilex in connection with the restructuring. Alvarez & Marsal is acting as restructuring advisor to the Company.

Aquilex Holdings LLC is the parent of Aquilex Corporation, a leading provider of critical maintenance, repair and industrial cleaning solutions to the energy industry. Through our divisional and branch offices in the United States, Europe and the Middle East, we provide our services to a diverse global base of over 600 customers, primarily in the oil and gas refining, chemical and petrochemical production, fossil and nuclear power generation and waste-to-energy industries.

Important Information About The Restructuring

The new securities issued pursuant to the financial restructuring transaction have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws. Therefore, the new securities may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and any applicable state securities laws.

This news release does not constitute an offer to sell or buy, nor the solicitation of an offer to sell or buy, any securities referred to herein, nor is this news release a solicitation of consents to or votes to accept any Chapter 11 plan. Any solicitation or offer will only be made pursuant to an offering memorandum and disclosure statement and only to such persons and in such jurisdictions as is permitted under applicable law.

Cautionary Statement Regarding Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements can be identified by the use of forward-looking terminology such as “expect,” “will,” “would,” “likely,” “anticipate,” “look forward,” “upon,” or the negative thereof or comparable terminology, in addition to all statements with respect to Aquilex’s expectations for the potential restructuring of Aquilex’s indebtedness and for any consents or agreements to be obtained from Aquilex’s creditors. These statements are not historical facts and represent only Aquilex’s beliefs regarding future events, and you are cautioned that Aquilex’s business, operations and any potential debt restructuring are subject to a variety of risks and uncertainties, many of which are beyond Aquilex’s control. Consequently, actual events may differ materially from those projected by any forward-looking statements. Factors that could cause actual events to differ materially from those projected include, but are not limited to, risks and uncertainties surrounding the eventual outcome of any restructuring of the Company’s debt, including but not limited to Aquilex’s ability to successfully reduce the principal amount of certain of its existing debt, obtain necessary creditor consents or court approvals for any restructuring plan and access sufficient sources of liquidity; risks and uncertainties relating to potential litigation in connection with the restructuring; and risks and uncertainties regarding any adverse effect the restructuring may have on the manner in which the Company is perceived by the markets and its creditors, customers, vendors and employees. These factors also include the risks and uncertainties described under “Item 1A. Risk Factors,” in Aquilex’s 2010 Annual Report on Form 10-K, as filed with the SEC on March 31, 2011; and under “Part II, Item 1A. Risk Factors,” and “Cautionary Statement Regarding Forward-Looking Statements,” in Aquilex’s Quarterly Report on Form 10-Q, for the third quarter of 2011, filed with the SEC on November 14, 2011. Aquilex’s forward-looking statements contained herein speak only as of the date hereof, and the Company makes no commitment to revise or update any forward-looking statements in order to reflect events or circumstances after the date any such statement is made. If the Company does revise or update one or more forward-looking statements, you should not conclude that it will make additional revisions or updates with respect thereto or with respect to the other forward-looking statements, except as required by law.

Contacts
Aquilex Holdings LLC
Investor Relations:
Jay W. Ferguson, 404-869-5221
Chief Financial Officer
or
Joele Frank, Wilkinson Brimmer Katcher
Media:
Michael Freitag / Andrew Siegel, 212-355-4449

Company Commences Exchange Offer to Implement Restructuring Transaction

Vendors to be Paid in Full in Ordinary Course; No Disruption of High-Quality Service to Customers

Aquilex Holdings LLC (“Aquilex” or the “Company”) today announced that it has reached agreement with institutions holding 100% of the Company’s first lien debt, 100% of the Company’s second lien debt and holders of approximately 92% of the Company’s outstanding 11-1/8% Senior Notes due 2016 (the “Senior Notes”) on the terms of a consensual financial restructuring transaction that would significantly reduce the Company’s debt and recapitalize the Company with a substantial amount of new equity. The Company expects that the transaction will likely be completed in late January to mid-February 2012 pursuant to a voluntary exchange offer the Company has launched today. Under the restructuring, all trade creditors would receive payment in full in the ordinary course.

“The overwhelming support we have received from our creditor groups, prior to today’s launch of the transaction, provides us with confidence that the transaction is very likely to be consummated out-of-court.”

“We are making strong progress in our financial restructuring efforts and are thrilled to have now received such overwhelming support prior to initiating solicitation of the transaction from institutions holding 100% of our first lien debt, 100% of our second lien debt and holders of approximately 92% of our Senior Notes for our debt reduction plan,” said Bill Varner, President and Chief Executive Officer of Aquilex. “The implementation of this plan, most likely through a voluntary exchange offer now underway, will significantly enhance Aquilex’s capital structure and our prospects for renewed growth and success. We look forward to significantly deleveraging our balance sheet, strengthening our financial flexibility and investing in the business to better serve our customers. Upon completion, this transaction will reduce our debt by 71%, or approximately $322 million, and our debt service costs will decline by 70% to approximately $12 million annually. When coupled with expected cash at closing of $16.5 million and an Exit Revolver facility of $40 million, the Company will be on a solid financial foundation.”

Mr. Varner continued, “Aquilex will continue to focus on operating our business as usual – as we have throughout this process. Our worldwide operations are expected to continue without interruption, and we remain committed to providing our customers and vendors with the highest quality services. We appreciate the ongoing support of our employees, customers, vendors and business partners, and we continue to anticipate an expeditious resolution to this process.”

Aquilex has entered into a restructuring support agreement (the “Support Agreement”) that provides for treatment of the Company’s first lien debt, second lien debt, Senior Notes and all of the equity interests of the Company in the manner described below through either a voluntary exchange offer (the “Exchange Offer”) or a prepackaged plan of reorganization under Chapter 11 of the U.S. Bankruptcy Code. The Company launched the Exchange Offer today. In conjunction with the closing of the restructuring, the Company expects that affiliates of Centerbridge Partners, L.P. would become the controlling shareholder of Aquilex.

Under the terms of the Support Agreement:

• First lien lenders will (i) amend the Credit Agreement to provide for a restructured term loan in the amount of approximately $132.8 million that will mature in April 2016, with financial covenants reset to the Company’s current business plan, and (ii) receive a $65 million paydown;
• Second lien lenders will convert their debt into new participating preferred equity of the reorganized Aquilex representing 10.5% of the fully diluted equity; and
• Holders of the Senior Notes who are accredited investors will be asked to exchange their existing Senior Notes in return for their pro rata share of approximately 29.8% to 33.3% of the fully diluted equity of the reorganized Aquilex and the ability to purchase, pursuant to a rights offering in an aggregate amount of $80 million (the “Rights Offering”), their pro rata share of the new participating preferred equity of the reorganized Aquilex representing approximately 53.4% of the fully diluted equity. Non-accredited investors who owned their Senior Notes on December 23, 2011, will be offered a cash payment for their Senior Notes equal to 37.5% of the principal amount of the Senior Notes tendered to the offer, while non-accredited investors who acquired their Senior Notes after December 23, 2011, will be offered the same percentage offered to accredited investors. Holders of the Senior Notes who are accredited investors will have the option to receive cash in lieu of common equity and the Rights Offering in an amount equal to 24.8% to 27.7% of the principal amount of the Senior Notes. In addition, noteholders who are not backstopping the Rights Offering and who participate in the Exchange Offer will receive a consent fee equal to 3% of the principal amount tendered.
• Holders of the current equity interests of the Company will have their interests cancelled.

To provide certainty to the Rights Offering being fully subscribed, the Company has entered into a Backstop Purchase Agreement with certain holders of the Company’s Senior Notes, pursuant to which these holders have agreed to fully backstop the Rights Offering. In return for this commitment, these parties will receive a fee of $3.6 million, which will be payable in new second-lien debt and which, upon closing, will be equitized into new participating preferred equity of the reorganized Aquilex, representing 2.4% of the fully diluted equity. In addition, depending on the number of noteholders electing the cash-out option, the backstop parties will receive new participating preferred equity of the reorganized Aquilex representing up to 3.5% of the fully diluted equity in return for funding such cash requirement.

The closing of the Exchange Offer is conditioned upon, among other things, a fully committed Exit Revolver with a $40 million commitment, acceptances from holders of at least 90% of the first lien debt to the amendment to the Credit Agreement, agreement from 100% of the second lien lenders to the conversion of their debt and 99% of the aggregate principal amount of Senior Notes having been validly tendered into the Exchange Offer and not withdrawn. To date, the Company has received the necessary acceptances from the first lien lenders and second lien lenders.

Mr. Varner stated, “The overwhelming support we have received from our creditor groups, prior to today’s launch of the transaction, provides us with confidence that the transaction is very likely to be consummated out-of-court.”

If the Exchange Offer conditions are not met, the Company will commence a voluntary filing under Chapter 11 of the U.S. Bankruptcy Code in order to implement the restructuring plan. Under this scenario, the Company currently expects an expeditious court process of less than 60 days and that the proceedings would not affect its customers, vendors or employees. The Company has entered into a $10 million Debtor-in-Possession financing commitment letter with Royal Bank of Canada as agent in order to finance such process, and the backstop parties providing the Rights Offering backstop have agreed to increase their investment in the participating preferred equity by an additional $5 million in the event of a Chapter 11 filing.
In such a circumstance, the fully diluted equity ownership percentage will be modified to:

• 10.7% for the second lien lenders;
• 53.4% for the participants in the Rights Offering;
• 26.8% to 30.1% for the holders of the Senior Notes;
• 3.3% for the backstop parties in exchange for their additional $5 million investment;
• Depending on the number of noteholders electing the cash-out option, up to 3.3% for the backstop parties in return for funding such cash requirement; and
• 2.4% for the backstop parties for the backstop fee.

There will be no consent fee paid in the event of a Chapter 11 filing, and in such a case the cash-out option provided to the holders of the Senior Notes will be 22.3% to 25.1% for accredited investors and 37.5% for non-accredited investors.

Rothschild Inc. is acting as financial advisor and investment banker and Richards, Layton & Finger is acting as legal advisor to Aquilex in connection with the restructuring. Alvarez & Marsal is acting as restructuring advisor to the Company.

The foregoing represents only Aquilex’s current expectations regarding its potential restructuring and is being provided in order to update Aquilex’s stakeholders on recent developments. Any potential restructuring transaction remains subject to creditor consent and additional significant conditions and uncertainties. Additional information is available in the Company’s filings with the Securities and Exchange Commission, including but not limited to its Quarterly Report on Form 10-Q for its third quarter of 2011, as filed with the SEC on November 14, 2011.

Aquilex Holdings LLC is the parent of Aquilex Corporation, a leading provider of critical maintenance, repair and industrial cleaning solutions to the energy industry. Through our divisional and branch offices in the United States, Europe and the Middle East, we provide our services to a diverse global base of over 600 customers, primarily in the oil and gas refining, chemical and petrochemical production, fossil and nuclear power generation and waste-to-energy industries.

Important Information About The Restructuring

The new securities issued pursuant to the financial restructuring transaction have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws. Therefore, the new securities may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and any applicable state securities laws.

This news release does not constitute an offer to sell or buy, nor the solicitation of an offer to sell or buy, any securities referred to herein, nor is this news release a solicitation of consents to or votes to accept any Chapter 11 plan. Any solicitation or offer will only be made pursuant to an offering memorandum and disclosure statement and only to such persons and in such jurisdictions as is permitted under applicable law.

Cautionary Statement Regarding Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements can be identified by the use of forward-looking terminology such as “expect,” “will,” “would,” “likely,” “anticipate,” “look forward,” “upon,” or the negative thereof or comparable terminology, in addition to all statements with respect to Aquilex’s expectations for the potential restructuring of Aquilex’s indebtedness and for any consents or agreements to be obtained from Aquilex’s creditors. These statements are not historical facts and represent only Aquilex’s beliefs regarding future events, and you are cautioned that Aquilex’s business, operations and any potential debt restructuring are subject to a variety of risks and uncertainties, many of which are beyond Aquilex’s control. Consequently, actual events may differ materially from those projected by any forward-looking statements. Factors that could cause actual events to differ materially from those projected include, but are not limited to, risks and uncertainties surrounding the eventual outcome of any restructuring of the Company’s debt, including but not limited to Aquilex’s ability to successfully reduce the principal amount of certain of its existing debt, obtain necessary creditor consents or court approvals for any restructuring plan and access sufficient sources of liquidity; risks and uncertainties relating to potential litigation in connection with the restructuring; and risks and uncertainties regarding any adverse effect the restructuring may have on the manner in which the Company is perceived by the markets and its creditors, customers, vendors and employees. These factors also include the risks and uncertainties described under “Item 1A. Risk Factors,” in Aquilex’s 2010 Annual Report on Form 10-K, as filed with the SEC on March 31, 2011; and under “Part II, Item 1A. Risk Factors,” and “Cautionary Statement Regarding Forward-Looking Statements,” in Aquilex’s Quarterly Report on Form 10-Q, for the third quarter of 2011, filed with the SEC on November 14, 2011. Aquilex’s forward-looking statements contained herein speak only as of the date hereof, and the Company makes no commitment to revise or update any forward-looking statements in order to reflect events or circumstances after the date any such statement is made. If the Company does revise or update one or more forward-looking statements, you should not conclude that it will make additional revisions or updates with respect thereto or with respect to the other forward-looking statements, except as required by law.

Contacts
Investor Relations:
Aquilex Holdings LLC
Jay W. Ferguson, 404-869-5221
Chief Financial Officer
or
Media:
Joele Frank, Wilkinson Brimmer Katcher
Michael Freitag / Andrew Siegel, 212-355-4449

Determines Not to Pay Senior Notes Interest, Decision Consistent with Previously Disclosed Expectations

ATLANTA– Aquilex Holdings LLC (“Aquilex”, or the “Company”) announced today that, in connection with its ongoing restructuring process, it has determined not to make the interest payment on its senior notes due today. Aquilex has previously stated that, in light of the contemplated restructuring of its indebtedness, it did not expect to make this interest payment. Holders of approximately 65% of Aquilex’s outstanding senior notes have agreed with Aquilex that they will not take any enforcement action resulting from the Company’s failure to make the interest payment, and that they will also direct the trustee under the senior notes indenture not to take any such enforcement action.

“We are excited about the progress we have made on our balance sheet restructuring. We appreciate the hard work and determination of our valuable employees and the support Aquilex has received from its customers, vendors, lenders and bondholders throughout this process.”

The agreement not to take enforcement action was made in light of the ongoing negotiations between the Company, holders representing approximately 92% of the outstanding senior notes, and certain of the Company’s lenders with respect to a potential restructuring transaction. The Company continues to make progress towards a potential restructuring transaction, and anticipates announcing the terms of a potential restructuring plan next week, subject to receipt before such time of sufficient consents from the Company’s lenders and noteholders. The Company expects that any potential restructuring transaction would significantly reduce the Company’s debt and increase its liquidity. The Company also expects that any such transaction would likely be completed out of court and would provide that all trade creditors will receive payment in the ordinary course.

Bill Varner, President and Chief Executive Officer of Aquilex, stated, “We are excited about the progress we have made on our balance sheet restructuring. We appreciate the hard work and determination of our valuable employees and the support Aquilex has received from its customers, vendors, lenders and bondholders throughout this process.”

In addition, and in connection with the negotiations discussed above, the Company expects to obtain the agreement of its lenders under the Company’s Second Lien Credit Agreement to further adjust the restructuring “milestone” requirements set forth therein, including with respect to the date on which solicitations are to commence for a restructuring transaction and the timing to close any such transaction.

The foregoing represents only Aquilex’s current expectations regarding its potential restructuring and is being provided in order to update Aquilex’s stakeholders on recent developments. Any potential restructuring transaction remains subject to creditor consent and additional significant conditions and uncertainties. Additional information is available in the Company’s filings with the Securities and Exchange Commission, including but not limited to its Quarterly Report on Form 10Q for its third quarter of 2011, as filed with the SEC on November 14, 2011.

Aquilex Holdings LLC is the parent of Aquilex Corporation, a leading provider of critical maintenance, repair and industrial cleaning solutions to the energy industry. Through our divisional and branch offices in the United States and Europe, we provide our services to a diverse global base of over 600 customers, primarily in the oil and gas refining, chemical and petrochemical production, fossil and nuclear power generation and waste-to-energy industries.

Cautionary Statement Regarding Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such statements can be identified by the use of forward-looking terminology such as “expect,” “will,” “should,” “potential,” “anticipate” or the negative thereof or comparable terminology, in addition to all statements with respect to Aquilex’s expectations for the potential restructuring of Aquilex’s indebtedness and for any consents or agreements to be obtained from Aquilex’s creditors. These statements are not historical facts and represent only Aquilex’s beliefs regarding future events, and you are cautioned that Aquilex’s business, operations and any potential debt restructuring are subject to a variety of risks and uncertainties, many of which are beyond Aquilex’s control. Consequently, actual events may differ materially from those projected by any forward-looking statements. Factors that could cause actual events to differ materially from those projected include, but are not limited to, risks and uncertainties surrounding the eventual outcome of any restructuring of the Company’s debt, including but not limited to Aquilex’s ability to successfully reduce the principal amount of certain of its existing debt, obtain necessary creditor consents or court approvals for any restructuring plan and access sufficient sources of liquidity; risks and uncertainties relating to potential litigation in connection with the restructuring; and risks and uncertainties regarding any adverse effect the restructuring may have on the manner in which the Company is perceived by the markets and its creditors, customers, vendors and employees. These factors also include the risks and uncertainties described under “Item 1A. Risk Factors,” in Aquilex’s 2010 Annual Report on Form 10-K, as filed with the SEC on March 31, 2011; and under “Part II, Item 1A. Risk Factors,” and “Cautionary Statement Regarding Forward-Looking Statements,” in Aquilex’s Quarterly Report on Form 10-Q, for the third quarter of 2011, filed with the SEC on November 14, 2011. Aquilex’s forward-looking statements contained herein speak only as of the date hereof, and the Company makes no commitment to revise or update any forward-looking statements in order to reflect events or circumstances after the date any such statement is made. If the Company does revise or update one or more forward-looking statements, you should not conclude that it will make additional revisions or updates with respect thereto or with respect to the other forward-looking statements, except as required by law.

Contacts
Investor Relations:
Aquilex Holdings LLC
Jay W. Ferguson, 404-869-5221
Chief Financial Officer
or
Media:
Joele Frank, Wilkinson Brimmer Katcher
Michael Freitag / Andrew Siegel, 212-355-4449

 No Disruption of High-Quality Service to Customers

ATLANTA – November 16, 2011 – Aquilex Holdings LLC (“Aquilex” or the “Company”) today announced that it has reached an agreement for $15 million in incremental debt financing from a group of senior noteholders led by affiliates of Centerbridge Partners, L.P.  This investment, which is expected to close and be fully funded today, represents an important first milestone in the Company’s financial restructuring process and increases the Company’s liquidity to $33.5 million when coupled with its existing cash on hand of $18.5 million, as of November 14, 2011.  The additional liquidity, which is being provided pursuant to a second-lien senior secured credit facility, will help ensure that Aquilex’s operations continue in the normal course while the Company continues to engage in constructive negotiations with lenders and senior noteholders regarding a consensual balance sheet restructuring. 

“We are pleased to have reached an agreement for a $15 million investment from our largest senior noteholders, which will provide us with incremental liquidity and represents the first major milestone in our financial restructuring efforts.  The actions by our senior noteholders and lenders are a strong sign of support for the Company in this process,” said Bill Varner, President and Chief Executive Officer of Aquilex.  “This additional liquidity will help ensure that business continues as usual for our employees, customers and vendors as we continue to engage in active and constructive negotiations with our lenders and senior noteholders regarding a consensual balance sheet restructuring that would significantly deleverage the Company’s balance sheet, enhance the financial flexibility of Aquilex, and allow us to reinvest in the business to better support our customers.”

He continued, “Throughout this restructuring process, we will focus on minimizing any impact on our customers, vendors and suppliers, who should not experience any changes or disruption in the high quality services they have come to expect from Aquilex.  We intend to honor vendor contracts under normal terms and expect service to customers will continue without interruption during this process. We appreciate the continued support of our employees, customers and vendors as we shape Aquilex into a world-class provider of solutions to the energy services industry.”  

In connection with the financing agreement, Aquilex’s lenders have agreed to extend the previously announced forbearance agreement from December 8, 2011 to February 3, 2012.  As part of the amended forbearance agreement, the Company’s lenders have agreed not to take any action relating to a potential financial covenant default as a result of the Company’s fourth quarter 2011 financial performance. Separately, a majority of the Company’s senior noteholders have agreed to forbear until February 3, 2012 from taking any legal action if the Company determines not to pay the $12.5 million interest payment on the Company’s senior notes due on December 15, 2011. 

The Company anticipates that it will reach an agreement-in-principle on the terms of the financial restructuring by December 15, 2011.  While the plan has not yet been finalized, the Company expects that the potential transaction will result in a substantial reduction in the level of its debt and increased financial flexibility.  Aquilex expects the cornerstones of the restructuring to include a substantial new equity investment by the senior noteholders, which will provide additional liquidity for working capital purposes and a significant paydown of the Company’s secured debt.  Aquilex expects that, as part of the restructuring, the Company’s senior notes would be exchanged for common equity of the Company pursuant to an out-of-court restructuring or a voluntary filing under Chapter 11 of the U.S. Bankruptcy Code, which the Company currently expects would be a “pre-packaged” bankruptcy filing.  In the event of such a filing, the Company expects that the closing of the restructuring would take place as soon as 45 to 60 days thereafter and the proceedings would not affect its customers, vendors or employees.  As part of the closing of the transaction, the Company expects that affiliates of Centerbridge Partners, L.P. would become the controlling shareholder of Aquilex.  

Rothschild Inc. is acting as financial advisor and investment banker and Richards, Layton & Finger is acting as legal advisor to Aquilex in connection with the restructuring.  Alvarez & Marsal is acting as restructuring advisor to the Company.

The Company noted that the foregoing represents only its current expectations and is subject to numerous assumptions, including the receipt of sufficient support for its restructuring plan from its existing creditors.  Additional information is available in the Company’s filings with the Securities and Exchange Commission, including but not limited to its Quarterly Report on Form 10Q for its third quarter of 2011, as filed with the SEC on November 14, 2011.

Aquilex Holdings LLC is the parent of Aquilex Corporation, a leading provider of critical maintenance, repair and industrial cleaning solutions to the energy industry. Through our divisional and branch offices in the United States and Europe, we provide our services to a diverse global base of over 600 customers, primarily in the oil and gas refining, chemical and petrochemical production, fossil and nuclear power generation and waste-to-energy industries.

 Investor Relations Contact:

Jay W. Ferguson

Chief Financial Officer

(404) 869-5221

Media Contact:

Michael Freitag / Andrew Siegel

Joele Frank, Wilkinson Brimmer Katcher

(212) 355-4449

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This press release contains forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.  Such statements can be identified by the use of forward-looking terminology such as  “expect,” “will,” “should,” ”determine,” “plan,” “intend,” “anticipate” or the negative thereof or comparable terminology, or by discussions of vision, strategy or outlook. All statements we make relating to our expected, estimated or projected financial condition, results of operations, assets, liabilities, cash flows or growth are forward-looking statements. In addition, we, through our senior management, from time to time, may make forward-looking public statements concerning our expected future operations and performance and other developments. These statements are not historical facts and represent only our beliefs regarding future events, and you are cautioned that our business and operations are subject to a variety of risks and uncertainties, many of which are beyond our control. Consequently, our actual results may differ materially from those projected by any forward-looking statements. Factors that could cause our actual results to differ materially from those projected include, but are not limited to, risks and uncertainties surrounding the eventual outcome of any restructuring of the Company’s debt, including but not limited to our ability to successfully reduce the principal amount of certain of our existing debt and exchange certain of our existing debt for equity interests in the Company, obtain necessary creditor consents and court approvals for any restructuring plan and access sufficient sources of liquidity; risks and uncertainties relating to potential litigation in connection with the restructuring; and risks and uncertainties regarding any adverse effect the restructuring may have on the manner in which the Company is perceived by the markets and its creditors, customers, vendors and employees.  These factors also include the risks and uncertainties described under “Item 1A. Risk Factors,” in our 2010 Annual Report on Form 10-K, as filed with the SEC on March 31, 2011; and under “Part II, Item 1A. Risk Factors,” and “Cautionary Statement Regarding Forward-Looking Statements,” in our Quarterly Report on Form 10-Q, for the third quarter of 2011, filed with the SEC on November 14, 2011. Our forward-looking statements contained herein speak only as of the date hereof, and we make no commitment to revise or update any forward-looking statements in order to reflect events or circumstances after the date any such statement is made. If we do revise or update one or more forward-looking statements, you should not conclude that we will make additional revisions or updates with respect thereto or with respect to the other forward-looking statements, except as required by law.

What: Third Quarter 2011 Earnings Conference Call

When: Wednesday, November 16, 2011 at 9:00 a.m. Eastern Time (Note:  Revised Date/Time)

Where: Conference Call dial-in number: (866) 694-4624

Conference Call identification number: 26299545

Aquilex Holdings LLC is the parent of Aquilex Corporation, a leading provider of critical maintenance, repair and industrial cleaning solutions to the energy industry. Through our divisional and branch offices in the United States and Europe, we provide our services to a diverse global base of over 600 customers, primarily in the oil and gas refining, chemical and petrochemical production, fossil and nuclear power generation and waste-to-energy industries.

Investor Relations Contact: Jay W. Ferguson, Chief Financial Officer (404) 869-5221

Additionally, the Company will host its third quarter 2011 earnings conference call at 9:00 a.m. Eastern Time on Tuesday, November 15, 2011. You are invited to listen to the call, which is available for telephone dial-in. Aquilex President and Chief Executive Officer, L.W. Varner, Jr., and Chief Financial Officer, Jay W. Ferguson, will participate. A recording of the call will also be made available on the Aquilex website.

What: Third Quarter 2011 Earnings Conference Call

When: Tuesday, November 15, 2011 at 9:00 a.m. Eastern Time

Where: Conference Call dial-in number: (866) 694-4624

Conference Call identification number: 26299545

Aquilex Holdings LLC is the parent of Aquilex Corporation, a leading provider of critical maintenance, repair and industrial cleaning solutions to the energy industry. Through our divisional and branch offices in the United States and Europe, we provide our services to a diverse global base of over 600 customers, primarily in the oil and gas refining, chemical and petrochemical production, fossil and nuclear power generation and waste-to-energy industries.

Investor Relations Contact: Jay W. Ferguson, Chief Financial Officer (404) 869-5221

Financial Results

Aquilex’s revenues for the three and six months ended June 30, 2011 were $117.1 million and $226.6 million, respectively. For the three months ended June 30, 2011, revenues increased $11.5 million, or 10.8%, as compared to the corresponding prior year period. The increase was largely attributable to higher revenues in our SRO segment. For the six months ended June 30, 2011, revenues increased $13.3 million, or 6.2%, as compared to the corresponding prior year period. The overall increase was attributable to higher revenues in both the SRO and IC segments. These revenue increases primarily resulted from increases in work for our Fossil Power and Refinery customers.

Adjusted EBITDA attributable to Aquilex Holdings (Adjusted EBITDA) for the three and six months ended June 30, 2011 were $12.1 million and $21.7 million, respectively. For the three months ended June 30, 2011, Adjusted EBITDA decreased $1.9 million, or 13.7%, as compared to the corresponding prior year period. For the six months ended June 30, 2011, Adjusted EBITDA decreased $7.1 million, or 24.6%, as compared to the corresponding prior year period. Both declines resulted primarily from lower gross profit which was largely the result of increases in labor and benefits, equipment and rental costs, and supplies and fuel costs. Margin decreases were also caused by the increase in the proportion of revenue derived from lower margin services provided to customers and lower pricing on jobs.

Depreciation and amortization costs for the three and six months ended June 30, 2011, decreased $0.7 million and $1.5 million, or 7.0% and 8.1%, respectively, as compared to the corresponding prior year periods. The decrease was primarily due to assets becoming fully depreciated and as a result of the lower amortizable base of SRO amortizable assets resulting from the impairment charges recorded in the fourth quarter of 2010.

Net interest expense remained approximately the same for the three months ended June 30, 2011 when compared to the corresponding prior year period. For the six months ended June 30, 2011, net interest expense decreased $2.9 million, or 12.7%, when compared to the corresponding prior year period. The decrease was primarily attributable to a lower effective interest rate on the current capital structure of term debt and senior notes that primarily resulted from refinancing activities that we undertook in April 2010.
Our income tax benefit for the three and six months ended June 30, 2011, decreased $10.8 million and $10.0 million, respectively, as compared to the corresponding prior year periods. The change in our effective tax rate is primarily attributable to changes in projected pre-tax book loss, deduction limitations for per diems for field employees, change in valuation allowance, non-deductible stock based compensation, and other nondeductible expenses.

Net loss attributable to Aquilex Holdings for the three and six months ended June 30, 2011 was ($0.6) million and ($13.2) million, respectively.

The foregoing provides only a brief summary of our financial results for the three and six months ended June 30, 2011. For a more detailed discussion please refer to our second quarter 2010 Form 10-Q as filed with the SEC.

Second Quarter 2011 Earnings Conference Call

The Company will host its second quarter 2011 earnings conference call at 9:00 a.m. Eastern Time on Wednesday, August 17, 2011. Please note that the timing changed from the previous announcement of the earnings conference call. You are invited to listen to the call, which is available for telephone dial-in. Aquilex President and Chief Executive Officer, L.W. Varner, Jr., and Chief Financial Officer, Jay W. Ferguson, will participate. A recording of the call will also be made available on the Aquilex website. The conference call dial-in number is (866) 694-4624. The conference call identification number is 87041152.

Note on Use of Adjusted EBITDA

Adjusted EBITDA is a non-GAAP financial measure. We calculate Adjusted EBITDA as EBITDA, which we describe below, as adjusted for certain other items described below.

EBITDA, a measure used by management to measure operating performance, is defined as net income(loss) plus interest expense, net, income tax expense (benefit), depreciation and amortization. EBITDA is not a recognized term under GAAP and does not purport to be an alternative to net income(loss) as a measure of operating performance or to cash flows from operating activities as a measure of liquidity. Additionally, EBITDA is not intended to be a measure of free cash flow available for management’s discretionary use, as it does not consider certain cash requirements such as tax payments and debt service requirements. Management believes EBITDA is helpful in highlighting trends because EBITDA excludes the results of decisions that are outside the control of operating management and can differ significantly from company to company depending on long-term strategic decisions regarding capital structure, the tax jurisdictions in which companies operate and capital investments. Management compensates for the limitations of using non-GAAP financial measures by using them to supplement GAAP results to provide a more complete understanding of the factors and trends affecting the business than GAAP results alone. Because not all companies use identical calculations, these presentations of EBITDA may not be comparable to similarly titled measures of other companies.

Adjusted EBITDA is defined as EBITDA further adjusted to exclude certain non-cash and other specific items permitted in calculating covenant compliance under our senior secured credit agreement.
We present Adjusted EBITDA because we consider it an important supplemental measure of our performance and believe it is frequently used by securities analysts, investors and other interested parties in the evaluation of companies in our industry and because these adjustments are necessary to calculate our covenant compliance under our senior secured credit agreement. You are encouraged to evaluate each adjustment and the reasons we consider them appropriate for supplemental analysis. In evaluating Adjusted EBITDA, you should be aware that in the future we may incur expenses similar to the adjustments in this presentation.

EBITDA and Adjusted EBITDA have limitations as analytical tools, and you should not consider them in isolation or as a substitute for analysis of our results as reported under GAAP. Some of these limitations are:

- they do not reflect our cash expenditures, or future requirements, for capital expenditures or contractual commitments;
- they do not reflect changes in, or cash requirements for, our working capital needs;
- they do not reflect the significant interest expense, or the cash requirements necessary to service interest on our debts;
- they do not reflect our income tax expense or the cash requirements to pay our taxes;
- although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and EBITDA and Adjusted EBITDA do not reflect any cash requirements for such replacements;
- other companies in our industry may calculate EBITDA and Adjusted EBITDA differently than we do, limiting its usefulness as a comparative measure; and
- Adjusted EBITDA does not reflect cash expenditures that may recur in future periods.
The following table provides a reconciliation of EBITDA and Adjusted EBITDA to net loss.

(a) Reflects accounting and legal fees expenses associated with the $225 million 11 1/8% Senior Notes offering in December 2009.
(b) Reflects expenses associated with vesting of time-vested profits interest units granted to members of Aquilex management. The value of these units was determined using the Black-Scholes-Merton method and the expense recorded as a non-cash compensation charge in SG&A.
(c) Reflects the write-off of deferred financing costs, original issue discount amounts and a prepayment penalty resulting from the Company entering into an amended and restated credit agreement on April 1, 2010.
(d) Reflects Sarbanes-Oxley Act compliance costs paid to third parties.
(e) Reflects severance costs which were in connection with the termination and the elimination of certain Company executive positions.
(f) Reflects costs paid to a third party for an analysis of pricing and profitability.
(g) Amounts primarily reflect the impact of unrealized foreign currency transaction gains and losses.
(h) Reflects EBITDA attributable to our noncontrolling interest in our Aquilex Arabia joint venture.

Forward-looking statements

This press release may contain statements that constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Investors are cautioned that any such forward-looking statements are not guarantees of future performance or results and involve risks and uncertainties, and that actual results or developments may differ materially from those in the forward-looking statements as a result of various factors, including changes in Aquilex’s business, operations, financial condition, suppliers and customers, perceptions of Aquilex among financial institutions and rating agencies, and the factors described in Aquilex’s filings with the Securities and Exchange Commission, including under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our 2010 Annual Report on Form 10-K as filed with the SEC on March 31, 2011 and our Quarterly Report on Form 10-Q for the quarter ended June 30, 2011 filed with the SEC on August 15, 2011. Aquilex disclaims any obligation to update any forward-looking statements contained herein.

About Aquilex Holdings LLC

Aquilex Holdings LLC is the parent of Aquilex Corporation, a leading provider of critical maintenance, repair and industrial cleaning solutions to the energy industry. Through our divisional and branch offices in the United States and Europe, we provide our services to a diverse global base of over 600 customers, primarily in the oil and gas refining, chemical and petrochemical production, fossil and nuclear power generation and waste-to-energy industries.

Investor Relations Contact: Jay W. Ferguson, Chief Financial Officer (404) 869-5221.

Additionally, the Company will host its second quarter 2011 earnings conference call at 9:00 a.m. Eastern Time on Tuesday, August 16, 2011. You are invited to listen to the call, which is available for telephone dial-in. Aquilex President and Chief Executive Officer, L.W. Varner, Jr., and Chief Financial Officer, Jay W. Ferguson, will participate. A recording of the call will also be made available on the Aquilex website.

What: Second Quarter 2011 Earnings Conference Call

When: Tuesday, August 16, 2011 at 9:00 a.m. Eastern Time

Where: Conference Call dial-in number: (866) 694-4624

Conference Call identification number: 87041152

Aquilex Holdings LLC is the parent of Aquilex Corporation, a leading provider of critical maintenance, repair and industrial cleaning solutions to the energy industry. Through our divisional and branch offices in the United States and Europe, we provide our services to a diverse global base of over 600 customers, primarily in the oil and gas refining, chemical and petrochemical production, fossil and nuclear power generation and waste-to-energy industries.

Investor Relations Contact: Jay W. Ferguson, Chief Financial Officer (404) 869-5221

Financial Results

Aquilex’s revenues for the three months ended March 31, 2011 were $109.5 million.  For the three months ended March 31, 2011, revenues increased $1.8 million, or 1.7%, as compared to the corresponding prior year period.  The increase was largely attributable to higher revenues in our Industrial Cleaning segment resulting from increased demand for cleaning services related to customers’ turnaround projects.  This increase was offset primarily by a decrease in our engineered solutions and other nuclear repair service lines as the number and size of these highly engineered projects decreased. The decrease in our SRO segment engineered solutions and other nuclear repairs was offset to a lesser extent by increases from our Petrochemical and Refinery customers.

Adjusted EBITDA attributable to Aquilex Holdings (Adjusted EBITDA) for the three months ended March 31, 2011 was $9.6 million.  For the three months ended March 31, 2011, Adjusted EBITDA decreased $5.2 million, or 35.1%, as compared to the corresponding prior year period.  This decline resulted primarily from lower gross profit which was largely the result of an increase in direct labor, indirect and project execution costs. Margin decreases were also caused by the increase in the proportion of revenue derived from lower margin services provided to customers and lower pricing on jobs.

Depreciation and amortization costs for the three months ended March 31, 2011, decreased $0.9 million, or 9.1%, as compared to the corresponding prior year periods. This decrease primarily resulted from the reduced amortization in the three months ended March 31, 2011 resulting from the $53.2 million impairment of SRO amortizable assets in the fourth quarter of 2010.  The impairment reduced the amortizable base over the remaining life and as a result the quarterly amortization decreased.

Net interest expense for the three months ended March 31, 2011, decreased $2.9 million, or 22.5% as compared to the corresponding prior year period. The decrease was primarily attributable to a lower effective interest rate on the current capital structure of term debt and senior notes during the three months ended March 31, 2011 that resulted primarily from refinancing activities that we undertook in April 2010.

Our income tax expense decreased $0.8 million for the three months ended March 31, 2011 when compared to the corresponding prior year period.  The change in our effective tax rate is primarily attributable to changes in projected pre-tax book loss, deduction limitations for per diems for field employees, non-deductible stock based compensation, and other nondeductible expenses.

Net loss attributable to Aquilex Holdings for the three months ended March 31, 2011 was $12.6 million.

The foregoing provides only a brief summary of our financial results for the three months ended March 31, 2011. For a more detailed discussion please refer to our Quarterly Report on Form 10-Q as filed with the SEC.

First Quarter 2011 Earnings Conference Call

The Company will host its first quarter 2011 earnings conference call at 9:00 a.m. Eastern Time on Tuesday, May 17, 2011. You are invited to listen to the call, which is available for telephone dial-in. Aquilex President and Chief Executive Officer, L.W. Varner, Jr., and Chief Financial Officer, Jay W. Ferguson, will participate. A recording of the call will also be made available on the Aquilex website.  The conference call dial-in number is (866) 694-4624.   The conference call identification number is 62332268.

Note on Use of Adjusted EBITDA

Adjusted EBITDA is a non-GAAP financial measure. We calculate Adjusted EBITDA as EBITDA, which we describe below, as adjusted for certain other items described below.

EBITDA, a measure used by management to measure operating performance, is defined as net income(loss) plus interest expense, net, income tax expense (benefit), depreciation and amortization. EBITDA is not a recognized term under GAAP and does not purport to be an alternative to net income(loss) as a measure of operating performance or to cash flows from operating activities as a measure of liquidity. Additionally, EBITDA is not intended to be a measure of free cash flow available for management’s discretionary use, as it does not consider certain cash requirements such as tax payments and debt service requirements. Management believes EBITDA is helpful in highlighting trends because EBITDA excludes the results of decisions that are outside the control of operating management and can differ significantly from company to company depending on long-term strategic decisions regarding capital structure, the tax jurisdictions in which companies operate and capital investments. Management compensates for the limitations of using non-GAAP financial measures by using them to supplement GAAP results to provide a more complete understanding of the factors and trends affecting the business than GAAP results alone. Because not all companies use identical calculations, these presentations of EBITDA may not be comparable to similarly titled measures of other companies.

Adjusted EBITDA is defined as EBITDA further adjusted to exclude certain non-cash and other specific items permitted in calculating covenant compliance under our senior secured credit agreement.

We present Adjusted EBITDA because we consider it an important supplemental measure of our performance and believe it is frequently used by securities analysts, investors and other interested parties in the evaluation of companies in our industry and because these adjustments are necessary to calculate our covenant compliance under our senior secured credit agreement. You are encouraged to evaluate each adjustment and the reasons we consider them appropriate for supplemental analysis. In evaluating Adjusted EBITDA, you should be aware that in the future we may incur expenses similar to the adjustments in this presentation.

EBITDA and Adjusted EBITDA have limitations as analytical tools, and you should not consider them in isolation or as a substitute for analysis of our results as reported under GAAP. Some of these limitations are:

    they do not reflect our cash expenditures, or future requirements, for capital expenditures or contractual commitments;

    they do not reflect changes in, or cash requirements for, our working capital needs;

    they do not reflect the significant interest expense, or the cash requirements necessary to service interest on our debts;

    they do not reflect our income tax expense or the cash requirements to pay our taxes;

    although depreciation and amortization are non-cash charges, the assets being depreciated and amortized will often have to be replaced in the future, and EBITDA and Adjusted EBITDA do not reflect any cash requirements for such replacements;

    other companies in our industry may calculate EBITDA and Adjusted EBITDA differently than we do, limiting its usefulness as a comparative measure; and

    Adjusted EBITDA does not reflect cash expenditures that may recur in future periods.

The following table provides a reconciliation of EBITDA and Adjusted EBITDA to net loss.

(a)       Reflects expenses associated with vesting of time-vested profits interest units granted to members of Aquilex management. The value of these units was determined using the Black-Scholes-Merton method and the expense recorded as a non-cash compensation charge in SG&A.

(b)       Reflects Sarbanes-Oxley Act compliance costs paid to third parties.

 (c)      Amounts primarily reflect the impact of unrealized foreign currency transaction gains and losses.

Forward-looking statements

This press release may contain statements that constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Investors are cautioned that any such forward-looking statements are not guarantees of future performance or results and involve risks and uncertainties, and that actual results or developments may differ materially from those in the forward-looking statements as a result of various factors, including changes in Aquilex’s business, operations, financial condition, suppliers and customers, perceptions of Aquilex among financial institutions and rating agencies, and the factors described in Aquilex’s filings with the Securities and Exchange Commission, including under the captions “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our 2010 Annual Report on Form 10-K as filed with the SEC on March 31, 2011 and its Quarterly Report on Form 10-Q.  Aquilex disclaims any obligation to update any forward-looking statements contained herein.

About Aquilex Holdings LLC

Aquilex Holdings LLC is the parent of Aquilex Corporation, a leading provider of critical maintenance, repair and industrial cleaning solutions to the energy industry. Through our divisional and branch offices in the United States and Europe, we provide our services to a diverse global base of over 600 customers, primarily in the oil and gas refining, chemical and petrochemical production, fossil and nuclear power generation and waste-to-energy industries.

Investor Relations Contact: Jay W. Ferguson, Chief Financial Officer (404) 869-5221.