展品99.1
| 新聞公告 |
巴巴科克&威爾科克斯企業公佈 2022年第四季度及全年業績
| • | 達成了2022年度調整後的EBITDA為7240萬美元，超出了分析師的共識。 |
| • | 重申全年2023調整後的EBITDA目標為10000萬美元至12000萬美元 |
| • | 年度訂單金額增加到9,0800萬美元；自2017年以來最高 |
| • | 年底积压70400萬美元，比2021年增长19% |
| • | 項目擴大至80億美元的機會 |
| • | 2022年第四季度，在融資活動之前產生了3700萬美元的現金流量 |
2022年第四季度亮點和展望：
| – | 收入為2,5000萬美元，較2021年第四季度提高30%。 |
| – | 2021年第四季度的凈利潤為570萬美元，相比於3002萬美元，主要與非現金項目有關，包括1520萬美元的稅收效益和780萬美元的正面按市價計算的調整，相較於2021年。 |
| – | 每股盈利為0.02美元，比2021年第四季的0.30美元低。 |
| – | 2021年第四季度調整後的合併息稅折舊及攤銷前利潤(EBITDA)為2,670萬美元，較2021年第四季度的2,790萬美元相比。 |
| – | 第四季的訂單金額為19700萬美元，與2021年第四季的強勢訂單持平。 |
2022年整年重點：
| – | 收入達8.898億美元，較2021年增長23%。 |
| – | 虧損26.6百萬美元，遠低於2021年3,150萬美元的凈利潤，其中包括主要為提供所得稅、標記至市價和養老金福利等非現金項目3,110萬美元 |
| – | 2021年每股虧損為0.43美元，相比每股收益0.26美元。 |
| – | 2022年調整後的合併息稅折舊及攤銷前利潤為7240萬美元，相較於2021年的7060萬美元。 |
| – | 訂單金額為90800萬美元，較2021年全年訂單增加了17％ |
| – | 結束尚未處理的備料總額為7,0400萬元，較2021年底增加19%。 |
(俄亥俄阿克倫 – 2023年3月15日) – Babcock & Wilcox Enterprises, Inc.（"B&W"或"公司"）（紐交所：BW）宣布2022年第四季度和整年的業績。
「我們交出了季節性強勁的第四季成果，較上一季有顯著改善，使我們能夠達到2022年全年調整後的EBITDA目標，」B&W的主席兼首席執行官肯尼斯·楊說。」 行業板塊挑戰和全球供應鏈壓力的負面影響依然存在，我們看到在所有業務板塊中出現了強勁的客戶需求，加上重要的後勁和訂單動能，這鞏固了我們對於2023年全年表現改善和持續增長的信心。在我們後勁中不斷增加的高質量專案管線的支持下，B&W已經做好了在熱基載荷發電和清潔能源科技解決方案日益增長的需求中受益的準備。隨著我們持續進行商業化活動，我們的新技術的應用和機會正在擴大。」
“更具體地說，我們正在持續多元化我們的環保母基和可再生能源業務，善用我們的ClimateBright碳減排平台和支持性行業法規，我們期待為合作夥伴提供實現更加可持續未來所需的技術，”揚克補充道。TM “隨著我們最近的新建項目獲獎和顯著的項目發展，我們正策略性地將公司定位為大規模部署這些技術並進一步開發我們的碳捕獲技術系列。”
「展望未來，我們致力於通過我們的戰略目標來推動利潤增長並增強股東價值，這一承諾保持一致，」楊先生表示。「考慮到我們目前對新的訂單機會的可見性，我們重申2023年全年調整後EBITDA目標為10000萬至12000萬美元。我們對來自我們逾80億美元已確認的項目和升級機會管道而來的增長潛力感到興奮，並繼續致力於成為全球清潔能源轉型的領導者。」
2022年第四季財務摘要
2022 年第四季合併營收為 249.9 百萬美元， 與 2021 年第四季相比增長 30%，主要歸因於整體成交量上升和先前完成的收購， 同時，由於我們熱能部門的建築活動較低，部分抵銷。通脹壓力持續 由於持續的俄烏克蘭軍事衝突和其他供應鏈壓力對全球經濟造成的負面影響 繼續對我們的每個部門產生不利影響，導致供應和材料短缺，並影響收入的時間 幾個項目. 我們已採取措施通過符合資格來減輕一些這種影響 新的替代供應商來擴大我們的採購基礎。2022 年第四季度淨利潤為 5.7 萬美元，下跌 24.5 美元 百萬元較 2021 年第四季的 30.200 萬元，主要與非現金項目有關，包括一千二百萬元的稅收優惠 以及二零二一年七千八百萬美元的正面市價調整。2022 年第四季每股虧損 0.02 美元，而 0.30 美元 在 2021 年第四季度。O在其中的營運收入 第四季 的 2022 年為 9.3 萬美元，而年度為 9.7 億美元 第四季 二零二一年及經調整 EBITDA 為 26.7 百萬美元，而該年度為 27.8 百萬美元 第四季 2021 年。預約 在 第四季 2022 年的預訂額為 197.0 億美元，符合年度的強勁預訂 第四 二零二一年季度。除非另有註明，否則本公告中提及的所有金額均以持續營運為基礎。的調解 淨收益是最直接可比較的 GAAP 指標，與公司細分的調整後 EBITDA 進行調整後，展覽中提供： 此版本。
巴布科克和威爾科克斯可再生產部門 收入 二零二二年第四季度為 105.7 百萬美元，較年同期增加 105% 51.6 萬美元 在 2021 年第四季度。 收入增加主要是由於高是數量 在 2021 年下半年完成的新建項目和收購收入。第四季度調整後的 EBITDA 為 由於大型項目改善部分抵消了 11.2 百萬美元，較 2021 年第四季的 8.2 百萬元 2021 年增長，並對 2022 年產生負面影響，主要是由於根據該部門的分配開支百分比較高而對 2022 年產生負面影響 收入增長。與全球供應鏈的負面影響和地緣政治問題相關的各種挑戰也導致 部分項目延遲到未來季度. 導致這些延遲 不僅因為收入低於預期，而且因成本上升而對毛利和調整後的 EBITDA 產生負面影響。 在可能的情況下，在可能的情況下，由客戶的各種回收款項進行部分抵銷。
Babcock & Wilcox環保母基板塊 營業收入 在2022年第四季度為4320萬美元，較2021年第四季度的3610萬美元增加20%。 增長主要是由我們新建產品線的整體成交量增加驅動的調整後的EBITDA為470萬美元，較去年同期的450萬美元增加，主要是由於2021年期間完成的高毛利項目以及分配給該板塊的合併頭部和SG&A較高，部分抵消了上述更高的營業收入量。營業收入和調整後的EBITDA低於預期，是由於全球供應鏈挑戰和地緣政治問題的負面影響。這些各種挑戰導致某些項目推遲到未來季度 並且這些挑戰導致更高的成本，所有這些都無法從客戶處收回.
Babcock & Wilcox Thermal segment revenues were $105.2 million in the fourth quarter of 2022, an increase of 0.3% compared to $104.9 million in the fourth quarter of 2021. The revenue increase is attributable to two acquisitions closed in February 2022. Adjusted EBITDA in the fourth quarter of 2022 was $15.0 million, (10.1)% lower when compared to $16.7 million in the fourth quarter of 2021, primarily attributable to the same two acquisitions that closed in February 2022. Revenue and adjusted EBITDA were lower than anticipated in the segment due to the negative impact of global supply chain challenges and geopolitical issues. These various challenges resulted in certain projects being delayed into future quarters and the delay of this segment to deliver parts and services in certain of its international markets as anticipated.
Full Year 2022 Financial Summary
Consolidated revenues in 2022 were $889.8 million, a 23% improvement compared to 2021. The improvement was primarily due to a higher level of activity in our Renewable and Environmental segments, expanded geographic presence and improved strategies to mitigate the continued impact of COVID-19, as well as the acquisitions closed in the second half of 2021. Net loss in 2022 was $(26.6) million compared to a net income of $31.5 million in 2021, primarily related to non-cash items which account for $31.1 million of the change from 2021. GAAP operating loss in 2022 was $(4.2) million, compared to an operating income of $20.8 million in 2021. The Company achieved its 2022 adjusted EBITDA target of more than $70.0 million, with adjusted EBITDA of $72.4 million compared to $70.6 million in 2021. Total bookings in 2022 were $908.0 million, a 17% increase compared to full year 2021 bookings, and backlog at December 31, 2022 was $704.0 million, a 10.2% increase compared to December 31, 2021.
Reconciliations of net income, the most directly comparable GAAP measure, to adjusted EBITDA for the Company's segments, are provided in the exhibits to this release.
Babcock & Wilcox Renewable segment revenues were $330.6 million in 2022, compared to $156.8 million in 2021, primarily driven by the acquisitions closed in the second half of 2021 and higher volumes of new-build projects. Adjusted EBITDA was $26.1 million compared to $23.2 million in 2021, including a non-recurring project settlement of $6.5 million in 2021 as well as a higher percentage of allocated expenses based upon this segment's revenue growth. In addition, as a result of purchasing the remaining non-controlling interest in our solar business at a discount, we also impaired our existing goodwill value.
Babcock & Wilcox Environmental segment revenues were $154.4 million in 2022, an increase of 15.4% compared to $133.8 million in 2021. The increase was primarily driven by higher volume of new-build projects. Adjusted EBITDA was $9.8 million, compared to $11.8 million in 2021, primarily driven by higher volume, as described above, offset by a larger percentage of SG&A expense allocated to the segment.
Babcock & Wilcox Thermal segment revenues were $415.1 million in 2022, a decrease of 4.2% compared to $433.3 million in the prior-year, largely attributable to lower construction project activity, primarily due to one large project that was executed in the prior period, partially offset by the acquisitions closed in the first half of 2022. Adjusted EBITDA in 2022 was $56.3 million, an increase of 14.5% compared to $49.1 million in the prior-year, primarily due to the higher margin revenue as a result of the acquisitions offset by the reduction in lower volume of construction projects and lower allocations.
Liquidity and Balance Sheet
At December 31, 2022, the Company had total debt of $353.0 million and a combined cash, cash equivalents and restricted cash balance of $113.5 million. In the fourth quarter 2022, the Company repaid $16.9 million of loans payable resulting in a use of $11.2 million of net cash from financing activities.
Impacts of Market Conditions
Management continues to adapt to macroeconomic conditions, including rising inflation, higher interest rates, foreign exchange rate fluctuations and the impact of the ongoing conflict in Ukraine and the COVID-19 pandemic, all of which impacted the Company during 2022. The COVID-19 pandemic has continued to create challenges for us in countries that have significant outbreak mitigation strategies, namely, countries in our Asia-Pacific region, which led to temporary project postponements and has continued to impact results in this region. Additionally, we experienced negative impacts to our global supply chains as a result of COVID-19, the war in Ukraine, Russia-related supply chain shortages and other factors, including disruptions to the manufacturing, supply, distribution, transportation and delivery of our products. We have also observed significant delays and disruptions of our service providers and negative impacts to pricing of certain of our products. These delays and disruptions have had, and could continue to have, an adverse impact on our ability to meet customers’ demands. We are continuing to actively monitor the impact of these market conditions on current and future periods and actively manage costs and our liquidity position to provide additional flexibility while still supporting our customers and their specific needs. The duration and scope of these conditions cannot be predicted, and therefore, any anticipated negative financial impact to our operating results cannot be reasonably estimated.
Earnings Call Information
B&W plans to host a conference call and webcast on Wednesday, March 15, 2023 at 8 a.m. EST to discuss the Company’s fourth quarter and full year 2022 results. The listen-only audio of the conference call will be broadcast live via the Internet on B&W’s Investor Relations site. The dial-in number for participants in the U.S. is (844) 200-6205; the dial-in number for participants in Canada is (833) 950-0062; the dial-in number for participants in all other locations is (929) 526-1599. The conference ID for all participants is 698472. A replay of this conference call will remain accessible in the investor relations section of the Company’s website for a limited time.
Non-GAAP Financial Measures
The Company uses non-GAAP financial measures internally to evaluate its performance and in making financial and operational decisions. When viewed in conjunction with GAAP results and the accompanying reconciliation, the Company believes that its presentation of these measures provides investors with greater transparency and a greater understanding of factors affecting its financial condition and results of operations than GAAP measures alone. Additionally, the Company redefined its definition of adjusted EBITDA to eliminate the effects of certain items including the loss from a non-strategic business, interest on letters of credit included in cost of operations and loss on business held for sale. Prior period results have been revised to conform with the revised definition and present separate reconciling items in our reconciliation, including business transition costs. The presentation of non-GAAP financial measures should not be considered in isolation or as a substitute for the Company’s related financial results prepared in accordance with GAAP.
This release presents adjusted EBITDA for each business segment, which are non-GAAP financial measures. Adjusted EBITDA on a consolidated basis is defined as the sum of the Adjusted EBITDA for each of the segments, further adjusted for corporate allocations and research and development costs. At a segment level, the adjusted EBITDA presented is consistent with the way the Company's chief operating decision maker reviews the results of operations and makes strategic decisions about the business and is calculated as earnings before interest expense, tax, depreciation and amortization adjusted for items such as gains or losses arising from the sale of non-income producing assets, net pension benefits, restructuring costs, impairments, gains and losses on debt extinguishment, costs related to financial consulting, research and development costs and other costs that may not be directly controllable by segment management and are not allocated to the segment. The Company presented consolidated Adjusted EBITDA because it believes it is useful to investors to help facilitate comparisons of the ongoing, operating performance before corporate overhead and other expenses not attributable to the operating performance of the Company's revenue generating segments. This release also presents certain targets for our Adjusted EBITDA in the future; these targets are not intended as guidance regarding how the Company believes the business will perform. The Company is unable to reconcile these targets to their GAAP counterparts without unreasonable effort and expense.
Bookings and Backlog
Bookings and backlog are our measure of remaining performance obligations under our sales contracts. It is possible that our methodology for determining bookings and backlog may not be comparable to methods used by other companies.
We generally include expected revenue from contracts in our backlog when we receive written confirmation from our customers authorizing the performance of work and committing the customers to payment for work performed. Backlog may not be indicative of future operating results, and contracts in our backlog may be canceled, modified or otherwise altered by customers. Backlog can vary significantly from period to period, particularly when large new-build projects or operations and maintenance contracts are booked because they may be fulfilled over multiple years. Because we operate globally, our backlog is also affected by changes in foreign currencies each period. We do not include orders of our unconsolidated joint ventures in backlog.
Bookings represent changes to the backlog. Bookings include additions from booking new business, subtractions from customer cancellations or modifications, changes in estimates of liquidated damages that affect selling price and revaluation of backlog denominated in foreign currency. We believe comparing bookings on a quarterly basis or for periods less than one year is less meaningful than for longer periods, and that shorter-term changes in bookings may not necessarily indicate a material trend.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical or current fact included in the release are forward-looking statements. You should not place undue reliance on these statements. Forward-looking statements include words such as “expect,” “intend,” “plan,” “likely,” “seek,” “believe,” “project,” “forecast,” “target,” “goal,” “potential,” “estimate,” “may,” “might,” “will,” “would,” “should,” “could,” “can,” “have,” “due,” “anticipate,” “assume,” “contemplate,” “continue” and other words and terms of similar meaning in connection with any discussion of the timing or nature of future operational performance or other events.
These forward-looking statements are based on management’s current expectations and involve a number of risks and uncertainties, including, among other things, the impact of global macroeconomic conditions, including inflation and volatility in the capital markets; the impact of the ongoing conflict in Ukraine; our ability to integrate acquired businesses and the impact of those acquired businesses on our cash flows, results of operations and financial condition, including our recent acquisitions of Babcock & Wilcox Solar Energy, Inc. ("Babcock & Wilcox Solar"), formerly known as Fosler Construction Company Inc. and/or Fosler, Babcock & Wilcox Renewable Service A/S, formerly known as VODA A/S ("VODA"), Fossil Power Systems, Inc. ("FPS"), Optimus Industries, LLC ("Optimus") and certain assets of Hamon Holdings Corporation ("Hamon"); our recognition of any asset impairments as a result of any decline in the value of our assets or our efforts to dispose of any assets in the future; our ability to obtain and maintain sufficient financing to provide liquidity to meet our business objectives, surety bonds, letters of credit and similar financing; our ability to comply with the requirements of, and to service the indebtedness under, our debt facility agreements; our ability to pay dividends on our 7.75% Series A Cumulative Perpetual Preferred Stock; our ability to make interest payments on our 8.125% senior notes due 2026 and our 6.50% notes due 2026; the highly competitive nature of our businesses and our ability to win work, including identified project opportunities in our pipeline; general economic and business conditions, including changes in interest rates and currency exchange rates; cancellations of and adjustments to backlog and the resulting impact from using backlog as an indicator of future earnings; our ability to perform contracts on time and on budget, in accordance with the schedules and terms established by the applicable contracts with customers; failure by third-party subcontractors, partners or suppliers to perform their obligations on time and as specified; delays initiated by our customers; our ability to successfully resolve claims by vendors for goods and services provided and claims by customers for items under warranty; our ability to realize anticipated savings and operational benefits from our restructuring plans, and other cost savings initiatives; our ability to successfully address productivity and schedule issues in our B&W Renewable, B&W Environmental and B&W Thermal segments; our ability to successfully partner with third parties to win and execute contracts within our B&W Environmental, B&W Renewable and B&W Thermal segments; changes in our effective tax rate and tax positions, including any limitation on our ability to use our net operating loss carryforwards and other tax assets; our ability to successfully manage research and development projects and costs, including our efforts to successfully develop and commercialize new technologies and products; the operating risks normally incident to our lines of business, including professional liability, product liability, warranty and other claims against us; difficulties we may encounter in obtaining regulatory or other necessary permits or approvals; changes in actuarial assumptions and market fluctuations that affect our net pension liabilities and income; our ability to successfully compete with current and future competitors; our ability to negotiate and maintain good relationships with labor unions; changes in pension and medical expenses associated with our retirement benefit programs; social, political, competitive and economic situations in foreign countries where we do business or seek new business; the impact of COVD-10 or other similar global health crises; and the other factors specified and set forth under "Risk Factors" in the Company’s periodic reports filed with the Securities and Exchange Commission, including the Company’s most recent annual report on Form 10-K and its quarterly report on Form 10-Q for the quarter ended December 31, 2022.
These forward-looking statements are made based upon detailed assumptions and reflect management’s current expectations and beliefs. While we believe that these assumptions underlying the forward-looking statements are reasonable, we caution that it is very difficult to predict the impact of known factors, and it is impossible for us to anticipate all factors that could affect actual results. The forward-looking statements included herein are made only as of the date hereof. We undertake no obligation to publicly update or revise any forward-looking statement as a result of new information, future events, or otherwise, except as required by law.
About B&W Enterprises, Inc.
Headquartered in Akron, Ohio, Babcock & Wilcox Enterprises, Inc. is a leader in energy and environmental products and services for power and industrial markets worldwide. Follow us on LinkedIn and learn more at babcock.com.
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| Investor Contact: | Media Contact: |
| Lou Salamone, CFO | Ryan Cornell |
| Babcock & Wilcox Enterprises, Inc. | Public Relations |
| 704.625.4944 | investors@babcock.com | Babcock & Wilcox Enterprises, Inc. |
| 330.860.1345 | rscornell@babcock.com |
Exhibit 1
Babcock & Wilcox Enterprises, Inc.
Condensed Consolidated Statements of Operations(1)
(In millions, except per share amounts)
| Three months ended December 31, | Year ended December 31, | |||||||||||||||
| 2022 | 2021 | 2022 | 2021 | |||||||||||||
| Revenues | $ | 249.9 | $ | 192.3 | $ | 889.8 | $ | 723.4 | ||||||||
| Costs and expenses: | ||||||||||||||||
| Cost of operations | 191.7 | 139.0 | 704.2 | 543.8 | ||||||||||||
| Selling, general and administrative expenses | 51.2 | 42.5 | 178.5 | 154.9 | ||||||||||||
| Goodwill impairment | — | — | 7.2 | — | ||||||||||||
| Advisory fees and settlement costs | (1.7 | ) | 3.4 | 8.5 | 13.1 | |||||||||||
| Restructuring activities | 0.2 | (3.1 | ) | 0.6 | 4.9 | |||||||||||
| Research and development costs (benefit) | 1.0 | 0.6 | 3.8 | 1.6 | ||||||||||||
| Gain on asset disposals, net | (1.7 | ) | 0.1 | (8.8 | ) | (15.7 | ) | |||||||||
| Total costs and expenses | 240.6 | 182.6 | 894.0 | 702.5 | ||||||||||||
| Operating income (loss) | 9.3 | 9.7 | (4.2 | ) | 20.8 | |||||||||||
| Other expense: | ||||||||||||||||
| Interest expense | (11.7 | ) | (8.8 | ) | (45.0 | ) | (39.4 | ) | ||||||||
| Interest income | 0.3 | 0.1 | 0.6 | 0.5 | ||||||||||||
| Gain on debt extinguishment | — | — | — | 6.5 | ||||||||||||
| Gain (loss) on sale of business | — | 0.5 | — | (1.8 | ) | |||||||||||
| Benefit plans, net | 15.2 | 23.3 | 37.5 | 48.1 | ||||||||||||
| Foreign exchange | 2.6 | (3.2 | ) | (0.6 | ) | (4.3 | ) | |||||||||
| Other income (expense) – net | (3.8 | ) | (0.3 | ) | (3.9 | ) | (1.3 | ) | ||||||||
| Total other expense | 2.7 | 11.5 | (11.3 | ) | 8.5 | |||||||||||
| (Loss) income before income tax expense | 11.9 | 21.3 | (15.5 | ) | 29.3 | |||||||||||
| Income tax expense | 6.3 | (8.9 | ) | 11.1 | (2.2 | ) | ||||||||||
| Net income (loss) | 5.7 | 30.2 | (26.6 | ) | 31.5 | |||||||||||
| Net loss (income) attributable to non-controlling interest | 0.1 | (0.6 | ) | 3.7 | (0.6 | ) | ||||||||||
| Net income (loss) attributable to stockholders | 5.7 | 29.6 | (22.9 | ) | 30.9 | |||||||||||
| Less: Dividend on Series A preferred stock | 3.7 | 3.7 | 14.9 | 9.1 | ||||||||||||
| Net income (loss) attributable to stockholders of common stock | $ | 2.0 | $ | 25.9 | $ | (37.7 | ) | $ | 21.8 | |||||||
| Basic earnings (loss) per share | $ | 0.02 | $ | 0.30 | $ | 0.43 | $ | 0.26 | ||||||||
| Diluted earnings (loss) per share | $ | 0.02 | $ | 0.30 | $ | (0.43 | ) | $ | 0.26 | |||||||
| Shares used in the computation of earnings (loss) per share: | ||||||||||||||||
| Basic | 88.7 | 86.3 | 88.3 | 82.4 | ||||||||||||
| Diluted | 88.9 | 87.1 | 88.3 | 83.6 | ||||||||||||
(1) Figures may not be clerically accurate due to rounding
Exhibit 2
Babcock & Wilcox Enterprises, Inc.
Condensed Consolidated Balance Sheets(1)
| (In millions, except per share amount) | December 31, 2022 | December 31, 2021 | ||||||
| Cash and cash equivalents | $ | 76.7 | $ | 224.9 | ||||
| Current restricted cash and cash equivalents | 15.3 | 1.8 | ||||||
| Accounts receivable – trade, net | 162.5 | 132.1 | ||||||
| Accounts receivable – other | 38.5 | 34.6 | ||||||
| Contracts in progress | 134.9 | 80.2 | ||||||
| Inventories, net | 102.6 | 79.5 | ||||||
| Other current assets | 27.0 | 29.4 | ||||||
| Total current assets | 557.6 | 582.4 | ||||||
| Net property, plant and equipment, and finance lease | 86.4 | 85.6 | ||||||
| Goodwill | 157.0 | 116.5 | ||||||
| Intangible assets, net | 60.3 | 43.8 | ||||||
| Right-of-use assets | 29.4 | 30.2 | ||||||
| Long-term restricted cash | 21.4 | — | ||||||
| Other assets | 30.6 | 54.8 | ||||||
| Total assets | $ | 942.7 | $ | 913.3 | ||||
| Accounts payable | $ | 139.2 | $ | 85.9 | ||||
| Accrued employee benefits | 12.5 | 13.0 | ||||||
| Advance billings on contracts | 133.4 | 68.4 | ||||||
| Accrued warranty expense | 9.6 | 12.9 | ||||||
| Financing lease liabilities | 1.2 | 2.4 | ||||||
| Operating lease liabilities | 3.6 | 4.0 | ||||||
| Other accrued liabilities | 68.2 | 54.4 | ||||||
| Loans payable | 4.3 | 12.4 | ||||||
| Total current liabilities | 372.0 | 253.4 | ||||||
| Senior notes | 335.5 | 326.4 | ||||||
| Long term loans payable | 13.2 | 1.5 | ||||||
| Pension and other postretirement benefit liabilities | 136.2 | 182.7 | ||||||
| Non-current finance lease liabilities | 27.5 | 29.4 | ||||||
| Non-current operating lease liabilities | 26.6 | 26.7 | ||||||
| Deferred tax liabilities | 10.1 | 1.4 | ||||||
| Other non-current liabilities | 33.5 | 33.2 | ||||||
| Total liabilities | 944.7 | 854.6 | ||||||
| Commitments and contingencies | ||||||||
| Stockholders' (deficit) equity: | ||||||||
| Preferred stock, par value $0.01 per share, authorized shares of 20,000; issued and outstanding shares of 7,669 at both December 31, 2022 and December 30, 2022, respectively | 0.1 | 0.1 | ||||||
| Common stock, par value $0.01 per share, authorized shares of 500,000; issued and outstanding shares of 88,700 and 86,286 at December 31, 2022 and December 31, 2021, respectively | 5.1 | 5.1 | ||||||
| Capital in excess of par value | 1,537.6 | 1,518.9 | ||||||
| Treasury stock at cost, 1,868 and 1,525 shares at December 31, 2022 and December 31, 2021, respectively | (113.8 | ) | (110.9 | ) | ||||
| Accumulated deficit | (1,358.9 | ) | (1,321.2 | ) | ||||
| Accumulated other comprehensive loss | (72.8 | ) | (58.8 | ) | ||||
| Stockholders' (deficit) equity attributable to shareholders | (2.6 | ) | 33.1 | |||||
| Non-controlling interest | 0.5 | 25.5 | ||||||
| Total stockholders' (deficit) equity | (2.1 | ) | 58.6 | |||||
| Total stockholders' equity | $ | 942.7 | $ | 913.3 | ||||
(1) Figures may not be clerically accurate due to rounding.
Exhibit 3
Babcock & Wilcox Enterprises, Inc.
Condensed Consolidated Statements of Cash Flows(1)
| (In millions) | Twelve months ended December 31, | |||||||
| 2022 | 2021 | |||||||
| Cash flows from operating activities: | ||||||||
| Net (loss) income | $ | (26.6 | ) | $ | 31.5 | |||
| Adjustments to reconcile net loss to net cash used in operating activities: | ||||||||
| Depreciation and amortization of long-lived assets | 24.0 | 18.3 | ||||||
| Goodwill impairment | 7.2 | — | ||||||
| Change in fair value of contingent consideration | (9.6 | ) | — | |||||
| Amortization of deferred financing costs and debt discount | 5.2 | 7.9 | ||||||
| Amortization of guaranty fee | 0.9 | 1.8 | ||||||
| Non-cash operating lease expense | 7.3 | 4.2 | ||||||
| Loss on sale of business | — | 1.8 | ||||||
| Gain on debt extinguishment | — | (6.5 | ) | |||||
| Gain on asset disposals | (8.8 | ) | (15.7 | ) | ||||
| (Benefit from) provision for deferred income taxes | 5.9 | (7.7 | ) | |||||
| Prior service cost amortization for pension and postretirement plans | (6.8 | ) | (15.5 | ) | ||||
| Stock-based compensation, net of associated income taxes | 10.0 | 7.8 | ||||||
| Foreign exchange | 0.6 | 4.3 | ||||||
| Changes in assets and liabilities: | ||||||||
| Accounts receivable | (28.2 | ) | 0.2 | |||||
| Contracts in progress | (54.1 | ) | (20.1 | ) | ||||
| Advance billings on contracts | 62.3 | 1.6 | ||||||
| Inventories | (19.0 | ) | (3.0 | ) | ||||
| Income taxes | (0.2 | ) | (2.1 | ) | ||||
| Accounts payable | 52.7 | 7.1 | ||||||
| Accrued and other current liabilities | (18.9 | ) | (47.8 | ) | ||||
| Accrued contract loss | 6.4 | (0.2 | ) | |||||
| Pension liabilities, accrued postretirement benefits and employee benefits | (36.5 | ) | (60.8 | ) | ||||
| Other, net | (4.2 | ) | (18.2 | ) | ||||
| Net cash used in operating activities | (30.6 | ) | (111.2 | ) | ||||
| Cash flows from investing activities: | ||||||||
| Purchase of property, plant and equipment | (13.2 | ) | (6.7 | ) | ||||
| Acquisition of business, net of cash acquired | (64.9 | ) | (55.3 | ) | ||||
| Proceeds from sale of business and assets, net | 5.5 | 25.4 | ||||||
| Purchases of available-for-sale securities | (6.4 | ) | (12.6 | ) | ||||
| Sales and maturities of available-for-sale securities | 9.8 | 15.7 | ||||||
| Other, net | 0.5 | — | ||||||
| Net cash used in investing activities | (68.7 | ) | (33.5 | ) | ||||
| (In millions) | Year ended December 31, | |||||||
| 2022 | 2021 | |||||||
| Cash flows from financing activities: | ||||||||
| Issuance of senior notes | 6.8 | 303.3 | ||||||
| Borrowings on loan payable | 7.2 | 7.1 | ||||||
| Repayments on loan payable | (16.9 | ) | (0.8 | ) | ||||
| Proceeds from sale lease-back financing transactions | 13.3 | — | ||||||
| Finance lease payments | (2.4 | ) | (2.4 | ) | ||||
| Repayments under last out term loans | 0 | (75.4 | ) | |||||
| Borrowings under U.S. revolving credit facility | — | 14.5 | ||||||
| Repayments of U.S. revolving credit facility | — | (178.8 | ) | |||||
| Issuance of preferred stock, net | — | 113.3 | ||||||
| Payment of preferred stock dividends | (14.9 | ) | (9.1 | ) | ||||
| Shares of common stock returned to treasury stock | (2.8 | ) | (4.9 | ) | ||||
| Issuance of common stock, net | — | 160.8 | ||||||
| Debt issuance costs | (1.4 | ) | (24.6 | ) | ||||
| Other, net | — | (0.2 | ) | |||||
| Net cash (used in) provided by financing activities | (11.2 | ) | 302.8 | |||||
| Effects of exchange rate changes on cash | (2.7 | ) | 1.2 | |||||
| Net (decrease) increase in cash, cash equivalents and restricted cash | (113.3 | ) | 159.3 | |||||
| Cash, cash equivalents and restricted cash at beginning of period | 226.7 | 67.4 | ||||||
| Cash, cash equivalents and restricted cash at end of period | $ | 113.5 | $ | 226.7 | ||||
(1) Figures may not be clerically accurate due to rounding.
Exhibit 4
Babcock & Wilcox Enterprises, Inc.
Segment Information(1)
(In millions)
| SEGMENT RESULTS | Three months ended December 31, | Year ended December 31, | ||||||||||||||
| 2022 | 2021 | 2022 | 2021 | |||||||||||||
| REVENUES: | ||||||||||||||||
| Babcock & Wilcox Renewable | $ | 105.7 | $ | 51.6 | $ | 330.6 | $ | 156.8 | ||||||||
| Babcock & Wilcox Environmental | 43.2 | 36.1 | 154.4 | 133.8 | ||||||||||||
| Babcock & Wilcox Thermal | 105.2 | 104.9 | 415.1 | 433.3 | ||||||||||||
| Other | (4.2 | ) | (0.3 | ) | (10.3 | ) | (0.6 | ) | ||||||||
| $ | 249.9 | $ | 192.3 | $ | 889.8 | $ | 723.4 | |||||||||
| ADJUSTED EBITDA: | ||||||||||||||||
| Babcock & Wilcox Renewable (5) | $ | 11.2 | $ | 8.2 | $ | 26.1 | $ | 23.2 | ||||||||
| Babcock & Wilcox Environmental | 4.7 | 4.5 | 9.8 | 11.8 | ||||||||||||
| Babcock & Wilcox Thermal | 15.0 | 16.7 | 56.3 | 49.1 | ||||||||||||
| Corporate | (3.5 | ) | (0.9 | ) | (16.5 | ) | (12.5 | ) | ||||||||
| Research and development costs | (0.8 | ) | (0.5 | ) | (3.3 | ) | (1.1 | ) | ||||||||
| $ | 26.5 | $ | 27.9 | $ | 72.4 | $ | 70.6 | |||||||||
| AMORTIZATION EXPENSE: | ||||||||||||||||
| Babcock & Wilcox Renewable (2) | $ | 0.9 | $ | 2.1 | $ | 5.8 | $ | 2.7 | ||||||||
| Babcock & Wilcox Environmental | 0.7 | 0.7 | 4.5 | 3.0 | ||||||||||||
| Babcock & Wilcox Thermal (3) | 1.8 | 0.6 | 2.7 | 2.9 | ||||||||||||
| $ | 3.4 | $ | 3.3 | $ | 13.0 | $ | 8.6 | |||||||||
| DEPRECIATION EXPENSE: | ||||||||||||||||
| Babcock & Wilcox Renewable | $ | 1.7 | $ | 0.8 | $ | 6.8 | $ | 3.0 | ||||||||
| Babcock & Wilcox Environmental | 0.2 | 0.4 | 3.4 | 1.6 | ||||||||||||
| Babcock & Wilcox Thermal | 2.0 | 1.2 | 0.7 | 5.1 | ||||||||||||
| $ | 3.9 | $ | 2.4 | $ | 10.9 | $ | 9.7 | |||||||||
| As of December 31, | ||||||||||||||||
| 2022 | 2021 | |||||||||||||||
| BACKLOG: | ||||||||||||||||
| Babcock & Wilcox Renewable (4) | $ | 265 | $ | 394 | ||||||||||||
| Babcock & Wilcox Environmental | 284 | 123 | ||||||||||||||
| Babcock & Wilcox Thermal | 148 | 126 | ||||||||||||||
| Other/Eliminations | 7 | (4 | ) | |||||||||||||
| $ | 704 | $ | 639 | |||||||||||||
(1) Figures may not be clerically accurate due to rounding.
(2) Amortization expense in the Babcock & Wilcox Renewable segment includes $0.3 million and $1.0 million in finance lease amortization for the three and twelve months ended December 31, 2022, respectively. Amortization expense in the Babcock & Wilcox Renewable segment includes $0.0 million and $0.6 million in finance lease amortization for the three and twelve months ended December 31, 2021, respectively.
(3) Amortization expense in the Babcock & Wilcox Thermal segment includes $0.7 million and $1.3 million in finance lease amortization for the three and twelve months ended December 31, 2022, respectively. Amortization expense in the Babcock & Wilcox Thermal segment includes $0.7 million and $2.9 million in finance lease amortization for the three and twelve months ended December 31, 2021, respectively.
(4) Babcock & Wilcox Renewable backlog at December 31, 2022, includes $55.6 million related to long-term operation and maintenance contracts for renewable energy plants, with remaining durations extending until 2034. Generally, such contracts have a duration of 10 to 20 years and include options to extend.
(5) Adjusted EBITDA for the twelve months ended December 31, 2022 includes a $6.2 million non-recurring gain on sale related to development rights of a future solar project that was sold as well as the reduction to Selling, General and Administrative Costs of $9.6 million for the twelve months ended December 31, 2022 that resulted from the reversal of the contingent consideration related to an acquisition.
Exhibit 5
Babcock & Wilcox Enterprises, Inc.
Reconciliation of Adjusted EBITDA(3)
(In millions)
| Three months ended December 31, | Year ended December 31, | |||||||||||||||
| 2022 | 2021 | 2022 | 2021 | |||||||||||||
| (Loss) income from continuing operations | $ | 5.7 | $ | 30.2 | $ | (26.6 | ) | $ | 31.5 | |||||||
| Interest expense, net | 13.6 | 9.6 | 50.8 | 41.4 | ||||||||||||
| Income tax expense (benefit) | 6.3 | (8.9 | ) | 11.1 | (2.2 | ) | ||||||||||
| Depreciation & amortization | 7.2 | 5.7 | 24.0 | 18.3 | ||||||||||||
| EBITDA | 32.8 | 36.5 | 59.2 | 89.0 | ||||||||||||
| Benefit plans, net | (15.2 | ) | (23.3 | ) | (37.5 | ) | (48.1 | ) | ||||||||
| (Gain) loss on sales, net | (2.4 | ) | (0.4 | ) | (2.6 | ) | (14.0 | ) | ||||||||
| Stock compensation | 3.4 | 2.4 | 8.7 | 10.5 | ||||||||||||
| Restructuring activities and business services transition costs | 2.3 | 2.8 | 8.5 | 10.7 | ||||||||||||
| Advisory fees for settlement costs and liquidity planning | (0.4 | ) | 0.5 | 1.5 | 5.5 | |||||||||||
| Settlement and related legal costs | 3.5 | 2.8 | 10.7 | 4.9 | ||||||||||||
| Gain on debt extinguishment | — | — | — | (6.5 | ) | |||||||||||
| Acquisition pursuit and related costs | 0.7 | 0.8 | 5.5 | 4.8 | ||||||||||||
| Product development (1) | 1.5 | 2.0 | 4.1 | 4.7 | ||||||||||||
| Foreign exchange | (2.6 | ) | 3.2 | 0.6 | 4.3 | |||||||||||
| Financial advisory services | 0.3 | 0.2 | 1.4 | 2.7 | ||||||||||||
| Contract step-up purchase price adjustment | — | — | 1.7 | — | ||||||||||||
| Goodwill impairment | — | — | 7.2 | — | ||||||||||||
| Loss from business held for sale | — | — | — | 0.5 | ||||||||||||
| Contract disposal | 3.0 | — | 3.0 | — | ||||||||||||
| Other - net | (0.1 | ) | 0.4 | 0.3 | 1.6 | |||||||||||
| Adjusted EBITDA(2) | $ | 26.7 | $ | 27.9 | $ | 72.4 | $ | 70.6 | ||||||||
(1) Costs associated with development of commercially viable products that are ready to go to market.
(2) Adjusted EBITDA for the twelve months ended December 31, 2022 includes a $6.2 million non-recurring gain on sale related to development rights of a future solar project that was sold as well as the reduction to Selling, General and Administrative Costs of $9.6 million for the twelve months ended December 31, 2022 that resulted from the reversal of the contingent consideration related to an acquisition.
(3) Figures may not be clerically accurate due to rounding.