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Pay vs Performance Disclosure
2 Months Ended 10 Months Ended 12 Months Ended
Dec. 31, 2022
Nov. 14, 2022
Dec. 31, 2022
USD ($)
Dec. 31, 2021
USD ($)
Dec. 31, 2020
USD ($)
Pay vs Performance Disclosure [Table]          
Pay vs Performance [Table Text Block]    
Pay Versus Performance Table
As required by Item 402(v) of Regulation S-K, we are providing the following information regarding the relationship between executive compensation and our financial performance for each of the three years in the period ended December 31, 2022. In determining the “compensation actually paid” to our NEOs pursuant to the applicable SEC rules, we are required to make certain adjustments to the executive compensation amounts that were previously reported within the Summary Compensation Table. Pursuant to SEC rules, “compensation actually paid” ​(or “CAP”) includes payments made to executives during the applicable year such as salary, bonuses, and various benefits. However, the SEC’s valuation methods for this section emphasize the changes in fair value of equity awards under applicable financial accounting standards, and as such, references to “compensation actually paid” below reflects the change in equity award values on the applicable calculation dates and does not necessarily reflect what our NEOs received year-to-year.
Year
Summary
Compensation
Table Total
for
John K.
Keppler
(1)
Compensation
Actually
Paid to
John K.
Keppler
(1)(4)
Summary
Compensation
Table Total
for
Thomas
Meth
(1)
Compensation
Actually
Paid to
Thomas
Meth
(1)(4)
Average
Summary
Compensation
Table Total
for
Non-PEO
NEOs
(1)
Average
Compensation
Actually
Paid to
Non-PEO
NEOs
(1)(4)
Value of Initial
Fixed $100
Investment
Based On:
TSR(2)
Peer Group
TSR
(2)
Net
Income
Adjusted
EBITDA
(3)
(a)
(b)
(c)
(b)
(c)
(d)
(e)
(f)
(g)
(h)
(i)
2022
4,330,359 (1,409,891) 1,847,803 (221,954) 1,536,860 (694,090) 79 93 (168,307) 155
2021
6,205,730 26,610,304 1,881,145 7,437,571 130 113 (122,069) 117
2020
2,759,526 4,939,207 1,091,942 3,236,522 171 124 (86,290) 82
(1)
The principal executive officers (“PEO”) and the non-PEO NEOs for each year are as follows:
Year
PEO #1
PEO #2
Non-PEO NEOs
2022
John K. Keppler
(
January 1, 2022 –  November 14, 2022)
Thomas Meth
(
November 14, 2022 –  December 31, 2022)
Shai S. Even
William H. Schmidt, Jr.
E. Royal Smith
2021 & 2020
John K. Keppler
Shai S. Even
Thomas Meth
William H. Schmidt, Jr.
E. Royal Smith
(2)
For each year, the total shareholder return for the Company and the peer group was calculated in accordance with Item 201(e) and Item 402(v) of Regulation S-K. For purposes of this disclosure, our peer group is the Dow Jones Industrial Average.
(3)
Adjusted EBITDA represents a non-GAAP financial measure. We define Adjusted EBITDA as net income (loss) excluding depreciation and amortization, interest expense, income tax expense (benefit), early retirement of debt obligation, non-cash equity-based compensation and other expense, loss on disposal of assets and impairment of assets, changes in unrealized derivative instruments related to hedged items, acquisition and integration costs and other, effects of COVID-19 and the wear in Ukraine, Support Payments, and Executive separation. Adjusted EBITDA is a supplemental measure used by our management and other users of our financial statements, such as investors, commercial banks, and research analysts, to assess the financial performance of our assets without regard to financing methods or capital structure.
(4)
CAP Adjustments
The two tables below reflect the adjustments that were made to each applicable NEO’s compensation previously reported in the Summary Compensation Table in order to arrive at the revised CAP values in accordance with SEC rules:
2022
John K.
Keppler
2022
Thomas
Meth
2021
John K.
Keppler
2020
John K.
Keppler
PEO SUMMARY COMPENSATION TABLE TOTALS
$ 4,330,359 $ 1,847,803 $ 6,205,730 $ 2,759,526
Add (Subtract):
Fair value of equity awards granted during the year
from the Summary Compensation Table
(3,399,976) (1,249,984) (3,400,044) (1,631,253)
Fair value at year end of equity awards granted during the year
2,522,737 927,470 6,204,339 2,759,526
Change in fair value of equity awards granted in prior years that were unvested as of the end of the year
(7,872,176) (2,744,266) 16,269,144 375,830
Change in fair value of equity awards granted in prior years that vested during the year
1,896,301 660,224 333,015 32,090
Equity awards granted in prior years that were forfeited during the year
Dividends or other earnings paid on equity awards during the year
1,112,864 336,800 998,120 643,489
Total Equity Award Related Adjustments
(5,740,250) (2,069,757) 20,404,574 2,179,681
COMPENSATION ACTUALLY PAID TOTALS
$ (1,409,891) $ (221,954) $ 26,610,304 $ 4,939,207
2022
2021
2020
NON-PEO NEOS SUMMARY COMPENSATION TABLE TOTALS
$
1,536,860
$
1,881,145
$
1,091,942
Add (Subtract):
Fair value of equity awards granted during the year from the Summary Compensation Table
(1,065,675) (965,617) (591,649)
Fair value at year end of equity awards granted during the year
790,717 1,762,039 2,192,469
Change in fair value of equity awards granted in prior years that were unvested as of the end of the year
(3,099,071) 4,274,095 303,948
Change in fair value of equity awards granted in prior years that vested during the year
746,217 138,041 10,435
Equity awards granted in prior years that were forfeited during the
year
Dividends or other earnings paid on equity awards during the year
396,862 347,868 229,378
Total Equity Award Related Adjustments
(2,230,950) 5,556,426 2,144,581
AVERAGE COMPENSATION ACTUALLY PAID TOTALS
$ (694,090) $ 7,437,571 $ 3,236,522
   
Company Selected Measure Name     Adjusted EBITDA    
Named Executive Officers, Footnote [Text Block]    
(1)
The principal executive officers (“PEO”) and the non-PEO NEOs for each year are as follows:
Year
PEO #1
PEO #2
Non-PEO NEOs
2022
John K. Keppler
(
January 1, 2022 –  November 14, 2022)
Thomas Meth
(
November 14, 2022 –  December 31, 2022)
Shai S. Even
William H. Schmidt, Jr.
E. Royal Smith
2021 & 2020
John K. Keppler
Shai S. Even
Thomas Meth
William H. Schmidt, Jr.
E. Royal Smith
   
Peer Group Issuers, Footnote [Text Block]    
(2)
For each year, the total shareholder return for the Company and the peer group was calculated in accordance with Item 201(e) and Item 402(v) of Regulation S-K. For purposes of this disclosure, our peer group is the Dow Jones Industrial Average.
   
Adjustment To PEO Compensation, Footnote [Text Block]    
(4)
CAP Adjustments
The two tables below reflect the adjustments that were made to each applicable NEO’s compensation previously reported in the Summary Compensation Table in order to arrive at the revised CAP values in accordance with SEC rules:
2022
John K.
Keppler
2022
Thomas
Meth
2021
John K.
Keppler
2020
John K.
Keppler
PEO SUMMARY COMPENSATION TABLE TOTALS
$ 4,330,359 $ 1,847,803 $ 6,205,730 $ 2,759,526
Add (Subtract):
Fair value of equity awards granted during the year
from the Summary Compensation Table
(3,399,976) (1,249,984) (3,400,044) (1,631,253)
Fair value at year end of equity awards granted during the year
2,522,737 927,470 6,204,339 2,759,526
Change in fair value of equity awards granted in prior years that were unvested as of the end of the year
(7,872,176) (2,744,266) 16,269,144 375,830
Change in fair value of equity awards granted in prior years that vested during the year
1,896,301 660,224 333,015 32,090
Equity awards granted in prior years that were forfeited during the year
Dividends or other earnings paid on equity awards during the year
1,112,864 336,800 998,120 643,489
Total Equity Award Related Adjustments
(5,740,250) (2,069,757) 20,404,574 2,179,681
COMPENSATION ACTUALLY PAID TOTALS
$ (1,409,891) $ (221,954) $ 26,610,304 $ 4,939,207
   
Non-PEO NEO Average Total Compensation Amount     $ 1,536,860 $ 1,881,145 $ 1,091,942
Non-PEO NEO Average Compensation Actually Paid Amount     $ (694,090) 7,437,571 3,236,522
Adjustment to Non-PEO NEO Compensation Footnote [Text Block]    
(4)
CAP Adjustments
The two tables below reflect the adjustments that were made to each applicable NEO’s compensation previously reported in the Summary Compensation Table in order to arrive at the revised CAP values in accordance with SEC rules:
2022
2021
2020
NON-PEO NEOS SUMMARY COMPENSATION TABLE TOTALS
$
1,536,860
$
1,881,145
$
1,091,942
Add (Subtract):
Fair value of equity awards granted during the year from the Summary Compensation Table
(1,065,675) (965,617) (591,649)
Fair value at year end of equity awards granted during the year
790,717 1,762,039 2,192,469
Change in fair value of equity awards granted in prior years that were unvested as of the end of the year
(3,099,071) 4,274,095 303,948
Change in fair value of equity awards granted in prior years that vested during the year
746,217 138,041 10,435
Equity awards granted in prior years that were forfeited during the
year
Dividends or other earnings paid on equity awards during the year
396,862 347,868 229,378
Total Equity Award Related Adjustments
(2,230,950) 5,556,426 2,144,581
AVERAGE COMPENSATION ACTUALLY PAID TOTALS
$ (694,090) $ 7,437,571 $ 3,236,522
   
Compensation Actually Paid vs. Total Shareholder Return [Text Block]    
[MISSING IMAGE: bc_paidvstsr-4c.jpg]
   
Compensation Actually Paid vs. Net Income [Text Block]    
[MISSING IMAGE: bc_netincome-4c.jpg]
   
Compensation Actually Paid vs. Company Selected Measure [Text Block]    
[MISSING IMAGE: bc_paidvsebitda-4c.jpg]
   
Tabular List [Table Text Block]    
Disclosure of Most Important Performance Measures for Fiscal Year 2022
Most Important Performance Measures
Adjusted EBITDA
Relative TSR
Distributable Cash Flow “DCF”
Total Recordable Incident Rate “TRIR”
Track and Trace® Compliance
Backlog Growth, year-over-year
   
Total Shareholder Return Amount     $ 79 130 171
Peer Group Total Shareholder Return Amount     93 113 124
Net Income (Loss)     $ (168,307) $ (122,069) $ (86,290)
Company Selected Measure Amount     155 117 82
PEO Name Thomas Meth John K. Keppler   John K. Keppler John K. Keppler
Measure [Axis]: 1          
Pay vs Performance Disclosure [Table]          
Measure Name     Adjusted EBITDA    
Non-GAAP Measure Description [Text Block]    
(3)
Adjusted EBITDA represents a non-GAAP financial measure. We define Adjusted EBITDA as net income (loss) excluding depreciation and amortization, interest expense, income tax expense (benefit), early retirement of debt obligation, non-cash equity-based compensation and other expense, loss on disposal of assets and impairment of assets, changes in unrealized derivative instruments related to hedged items, acquisition and integration costs and other, effects of COVID-19 and the wear in Ukraine, Support Payments, and Executive separation. Adjusted EBITDA is a supplemental measure used by our management and other users of our financial statements, such as investors, commercial banks, and research analysts, to assess the financial performance of our assets without regard to financing methods or capital structure.
   
Measure [Axis]: 2          
Pay vs Performance Disclosure [Table]          
Measure Name     Relative TSR    
Measure [Axis]: 3          
Pay vs Performance Disclosure [Table]          
Measure Name     Distributable Cash Flow “DCF”    
Measure [Axis]: 4          
Pay vs Performance Disclosure [Table]          
Measure Name     Total Recordable Incident Rate “TRIR”    
Measure [Axis]: 5          
Pay vs Performance Disclosure [Table]          
Measure Name     Track and Trace® Compliance    
Measure [Axis]: 6          
Pay vs Performance Disclosure [Table]          
Measure Name     Backlog Growth, year-over-year    
John K. Keppler [Member]          
Pay vs Performance Disclosure [Table]          
PEO Total Compensation Amount     $ 4,330,359 $ 6,205,730 $ 2,759,526
PEO Actually Paid Compensation Amount     (1,409,891) 26,610,304 4,939,207
John K. Keppler [Member] | Equity Awards Value In Summary Compensation Table (Grant Date Value) [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount     (3,399,976) (3,400,044) (1,631,253)
John K. Keppler [Member] | Total Equity Awards Adjustments [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount     (5,740,250) 20,404,574 2,179,681
John K. Keppler [Member] | Year-end Fair Value Of Awards Granted In The Current Fiscal Year [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount     2,522,737 6,204,339 2,759,526
John K. Keppler [Member] | Change In Fair Value Of Outstanding And Unvested Awards Granted In Prior Fiscal Years [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount     (7,872,176) 16,269,144 375,830
John K. Keppler [Member] | Change In Fair Value As Of Vesting Date Of Prior Year Awards Vested During Current Year [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount     1,896,301 333,015 32,090
John K. Keppler [Member] | Dividends Or Other Earnings Paid On Equity Awards Not Otherwise Reflected In Fair Value [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount     1,112,864 998,120 643,489
Thomas Meth [Member]          
Pay vs Performance Disclosure [Table]          
PEO Total Compensation Amount     1,847,803    
PEO Actually Paid Compensation Amount     (221,954)    
Thomas Meth [Member] | Equity Awards Value In Summary Compensation Table (Grant Date Value) [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount     (1,249,984)    
Thomas Meth [Member] | Total Equity Awards Adjustments [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount     (2,069,757)    
Thomas Meth [Member] | Year-end Fair Value Of Awards Granted In The Current Fiscal Year [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount     927,470    
Thomas Meth [Member] | Change In Fair Value Of Outstanding And Unvested Awards Granted In Prior Fiscal Years [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount     (2,744,266)    
Thomas Meth [Member] | Change In Fair Value As Of Vesting Date Of Prior Year Awards Vested During Current Year [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount     660,224    
Thomas Meth [Member] | Dividends Or Other Earnings Paid On Equity Awards Not Otherwise Reflected In Fair Value [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount     336,800    
Non-PEO NEO [Member] | Equity Awards Value In Summary Compensation Table (Grant Date Value) [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount     (1,065,675) (965,617) (591,649)
Non-PEO NEO [Member] | Total Equity Awards Adjustments [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount     (2,230,950) 5,556,426 2,144,581
Non-PEO NEO [Member] | Year-end Fair Value Of Awards Granted In The Current Fiscal Year [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount     790,717 1,762,039 2,192,469
Non-PEO NEO [Member] | Change In Fair Value Of Outstanding And Unvested Awards Granted In Prior Fiscal Years [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount     (3,099,071) 4,274,095 303,948
Non-PEO NEO [Member] | Change In Fair Value As Of Vesting Date Of Prior Year Awards Vested During Current Year [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount     746,217 138,041 10,435
Non-PEO NEO [Member] | Dividends Or Other Earnings Paid On Equity Awards Not Otherwise Reflected In Fair Value [Member]          
Pay vs Performance Disclosure [Table]          
Adjustment to Compensation Amount     $ 396,862 $ 347,868 $ 229,378