UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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of the Securities Exchange Act of 1934
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Item 7.01 Regulation FD Disclosure.
On March 15, 2023, the Company issued a press release announcing our financial results for the fourth quarter and year ended December 31, 2022, which contained scrivener's errors in Exhibit 4 attached thereto. In particular, amortization expense, depreciation expense and backlog amounts for the Company’s renewable, environmental and thermal segments for the year ended December 31, 2022 were transposed. A revised copy of Exhbibit 4, which corrects the scrivener's errors, is attached as Exhibit 99.1. The information contained in Exhibit 99.1 is incorporated herein by reference.
The information furnished pursuant to this Item 7.01, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Exchange Act or incorporated by reference in any filing under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
| Exhibit No. | Description | |
| 99.1 | Exhibit 4 to Press Release dated March 15, 2023. | |
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) |
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
| BABCOCK & WILCOX ENTERPRISES, INC. | ||
| March 16, 2023 | By: | /s/ Louis Salamone |
| Louis Salamone | ||
| Executive Vice President, Chief Financial Officer and Chief Accounting Officer | ||
| (Principal Accounting Officer and Duly Authorized Representative) | ||
Exhibit 99.1
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 | $ | 4.5 | $ | 2.7 | ||||||||
| Babcock & Wilcox Environmental | 0.7 | 0.7 | 2.7 | 3.0 | ||||||||||||
| Babcock & Wilcox Thermal (3) | 1.8 | 0.6 | 5.8 | 2.9 | ||||||||||||
| $ | 3.4 | $ | 3.3 | $ | 13.0 | $ | 8.6 | |||||||||
| DEPRECIATION EXPENSE: | ||||||||||||||||
| Babcock & Wilcox Renewable | $ | 1.7 | $ | 0.8 | $ | 3.4 | $ | 3.0 | ||||||||
| Babcock & Wilcox Environmental | 0.2 | 0.4 | 0.7 | 1.6 | ||||||||||||
| Babcock & Wilcox Thermal | 2.0 | 1.2 | 6.8 | 5.1 | ||||||||||||
| $ | 3.9 | $ | 2.4 | $ | 10.9 | $ | 9.7 | |||||||||
| As of December 31, | |||||||||
| BACKLOG: | 2022 | 2021 | |||||||
| Babcock & Wilcox Renewable (4) | $ | 284 | $ | 394 | |||||
| Babcock & Wilcox Environmental | 148 | 123 | |||||||
| Babcock & Wilcox Thermal | 265 | 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. |
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